Common use of Status of Lenders; Tax Documentation Clause in Contracts

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, on the Closing Date and at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Company and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Company or the Administrative Agent, such properly completed and executed documentation prescribed by applicable law or the taxing authorities of a jurisdiction pursuant to such applicable law or reasonably requested by the Borrower Company or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Company or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Company or the Administrative Agent as will enable the Borrower Company or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative AgentAgent or as set out in the remainder of this Section 3.01 if earlier, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (which solely for purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender ) shall include Administrative Agent) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B), (ii)(C) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Representative and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Representative or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Representative or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Representative or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Representative or the Administrative Agent as will enable the Borrower Representative or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in subsections (ii)(A), (ii)(B) and other requested information described in (ii)(D) of this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(iiSection 3.01(e)) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Administrative Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Administrative Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Administrative Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Administrative Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Administrative Borrower or the Administrative Agent as will enable the Administrative Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.2(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if if, in the Lender’s reasonable judgment judgment, such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense expense, or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by taxing authorities of any jurisdiction and such other information reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (including, solely for purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender Administrative Agent) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Co-Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Co-Borrowers or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Co-Borrowers or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Co-Borrowers or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Co-Borrowers or the Administrative Agent as will enable the Borrower Co-Borrowers or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws law or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Borrowers or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Borrowers or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Borrowers or the Administrative Agent as will enable the Borrower Borrowers or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and (other requested information described than such documentation set forth in this subsection Section 3.01(e)(ii)(A), (e)(iii)(B) (ii)(D) and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)ii)(E) below) shall not be required if in the Lender’s reasonable judgment judgment, as a result of a Change in Law, such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Lead Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Lead Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable law or reasonably requested by the Lead Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Lead Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Lead Borrower or the Administrative Agent as will enable the Lead Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender; provided, however, that any Tax imposed by reason of a failure to deliver documentation pursuant to this sentence will be an Excluded Tax.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation or information reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be be, or evidence that such payments may be, made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each i)Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, and at the time or times prescribed by applicable Law such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent or prescribed by applicable Law as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws Law or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Law or reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, at the time or times prescribed by applicable Law or if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (for purposes of this Section 3.01(e), the term “Lender” includes any Lender shall include L/C Issuer. Each Lender ) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), 3.01(e)(ii)(B) and other requested information described in this subsection (e)(i3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Representative and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Representative or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Representative or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Representative or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Representative or the Administrative Agent as will enable the Borrower Representative or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws law or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Borrowers or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Borrowers or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Borrowers or the Administrative Agent as will enable the Borrower Borrowers or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and (other requested information described than such documentation set forth in this subsection Section 3.01(e)(ii)(A), (e)(iii)(B) (ii)(D) and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)ii)(E) below) shall not be required if in the Lender’s 's reasonable judgment judgment, as a result of a Change in Law, such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, on the Closing Date and at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and (other requested information than such documentation described in this subsection subsections (e)(ie)(ii)(A), (e)(ii)(B) and (and not, for the avoidance of doubt, otherwise described in subsection (e)(iie)(iii)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each a. Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent Agent, respectively, to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), Section 3.01(e)(ii)(B) and other requested information described in this subsection (e)(iSection 3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and other requested information described in this subsection (e)(isubsection(e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(iisubsection(e)(ii)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion and execution of documentation and other [***] Confidential treatment has been requested information described in this subsection (e)(i) (and not, for the avoidance bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. 84 execution and submission of doubtsuch documentation (other than such documentation set forth in Section 4.09(e)(ii)(A), otherwise described in subsection (e)(ii)ii)(B) and (ii)(D) below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested CHAR1\1710066v1CHAR1\0000000x0 by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), 3.01(e)(ii)(B) and other requested information described in this subsection (e)(i3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to any payments made under any Loan Document shall 77 deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative AgentAgent and at the time or times prescribed by applicable Law, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent or prescribed by applicable Law as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i23) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Company and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Company or the Administrative Agent, such properly completed and executed documentation prescribed by applicable law or the taxing authorities of a jurisdiction pursuant to such applicable law or reasonably requested by the Borrower Company or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Company or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Company or the Administrative Agent as will enable the Borrower Company or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Term Loan Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Term Loan Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Term Loan Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Term Loan Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Term Loan Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Term Loan Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable law or the taxing authorities of a jurisdiction pursuant to such applicable law or reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative DB1/ 113327194.13 Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation either (A) set forth in Section 3.01(e)(ii)(A), (ii)(B) and (ii)(D) below or (B) required by applicable law other requested information described than the Code or the taxing authorities of the jurisdiction pursuant to such applicable law to comply with the requirements for exemption or reduction of withholding tax in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)that jurisdiction) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower BorrowerCompany and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower BorrowerCompany or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower BorrowerCompany or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower BorrowerCompany or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower BorrowerCompany or the Administrative Agent as will enable the Borrower BorrowerCompany or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Joint Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Joint Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Joint Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Joint Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Joint Administrative Agent as will enable the Borrower or the Joint Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, any CHAR1\1806478v11 Lender shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Sections 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any Any Lender or L/C Issuer. Each Lender Issuer that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender or L/C Issuer is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense (it being understood that the Borrower shall be given a reasonable opportunity to reimburse the Lender with respect to such cost or expense) or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (ia) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by the taxing authorities of any jurisdiction and such other reasonably requested by the Borrower or the Administrative Agent information as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower BGI or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower BGI or the Administrative Agent as will enable the Borrower BGI or 71 the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and (other requested information described than such documentation set forth in this subsection §5.12.5(b)(i), (e)(iii) or (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)iv) below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Sections 3.01(e)(ii)(A), 3.01(e)(ii)(B) and other requested information described in this subsection (e)(i3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Lead Borrower and to either the Administrative Agent or the FILO Agent, as applicable, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Lead Borrower, the Agent or the Administrative FILO Agent, such properly completed and executed documentation reasonably requested by the Borrower Lead Borrower, the Agent or the Administrative FILO Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Lead Borrower, the Agent or the Administrative FILO Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Lead Borrower, the Agent or the Administrative FILO Agent as will enable the Borrower Lead Borrower, the Agent or the Administrative FILO Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 0, 00 and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)00 below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), If the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document Document, the Lender shall deliver to the Borrower and to the Administrative AgentBorrower, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative AgentBorrower, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any the Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such the Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such the Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws Requirements of Law or when reasonably requested by the Borrower or the Administrative Agent, such duly and properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Requirements of Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution, and execution submission of such documentation (other than such documentation set forth in Sections 3.04(f)(ii)(A), 3.04(f)(ii)(B) and other requested information described in this subsection (e)(i3.04(f)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable laws or reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in §4.3.3(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Company and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Company or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Law or the taxing authorities of a jurisdiction pursuant to such applicable Law or reasonably requested by the Borrower Company or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Company or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Company or the Administrative Agent as will enable the Borrower Company or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation either (1) set forth in Section 3.01(e)(ii)(A), 3.01(e)(ii)(B) and 3.01(e)(ii)(D) below or (2) required by applicable Law other requested information described than the Internal Revenue Code or the taxing authorities of the jurisdiction pursuant to such applicable Law to comply with the requirements for exemption or reduction of withholding tax in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)that jurisdiction) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or and when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and (other requested information described than such documentation set forth in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection subsections (e)(ii) and (iv)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by taxing authorities of any jurisdiction and such other information reasonably requested by the Borrower Borrowers or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Borrowers or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Borrowers or the Administrative Agent as will enable the Borrower Borrowers or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s 's reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Administrative Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Administrative Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Administrative Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Administrative Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Administrative Borrower or the Administrative Agent as will enable the Administrative Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.2(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if if, in the Lender’s reasonable judgment judgment, such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the 140812225 v1 Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall Exhibit A to First Amendment deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent Agent, respectively, to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), Section 3.01(e)(ii)(B) and other requested information described in this subsection (e)(iSection 3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (including for purposes of this Section 3.01(e), the term “Swing Line Lender” includes any L/C Issuer. Each Lender ) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower DTAG and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower DTAG or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower DTAG or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower DTAG or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower DTAG or the Administrative Agent as will enable the Borrower DTAG or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Agent and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Agent or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Agent or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Agent or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower Agent or the Administrative Agent as will enable the Borrower Agent or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Administrative Agent or Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments hereunder or under any other Loan Document shall deliver to the Borrower and Borrowers (with a copy to the Administrative Agent), at the time or times prescribed by applicable Laws Law or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Law or reasonably requested by the Borrower Borrowers or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Administrative Agent or Lender, if reasonably requested by the Borrower Borrowers or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Borrowers or the Administrative Agent as will enable the Borrower Borrowers or the Administrative Agent to determine whether or not such the Administrative Agent or Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in the immediately following clauses (ii)(A), (ii)(B) and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(iiii)(D)) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, on the Closing Date and at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(g)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Top Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Top Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Top Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Top Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Top Borrower or the Administrative Agent as will enable the Top Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(f)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from from, or reduction of of, withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection subsections (e)(ii) and (e)(iv)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by taxing authorities of any jurisdiction and such other information reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two 35 sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Company and to the Administrative Agent, at the time or times prescribed required by applicable Laws Law or when reasonably requested by the Borrower Company or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Law or reasonably requested by the Borrower Company or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, as required by applicable Law or if reasonably requested by the Borrower Company or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Company or the Administrative Agent as will enable the Borrower Company or the Administrative Agent Agent, as the case may be, to determine whether or not such Lender is subject to backup withholding or deduction of Taxes or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(f)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.. 68

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender Any Recipient that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by Applicable Law or the taxing authorities of a jurisdiction pursuant to such Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any LenderRecipient, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender Recipient is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and (other requested information described than such documentation set forth in this subsection Section 3.01(e)(ii)(A), (e)(iB) or (and not, for the avoidance of doubt, otherwise described in subsection (e)(iiD)) shall not be required if in the LenderRecipient’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the Lender such Recipient to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such LenderRecipient.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan CHAR2\1546565v13 Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (ia) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowers and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Borrowers or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by the taxing authorities of any jurisdiction and such other reasonably requested by the Borrower or the Administrative Agent information as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower BGI or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower BGI or the Administrative Agent as will enable the Borrower BGI or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and (other requested information described than such documentation set forth in this subsection §5.12.5(b)(i), (e)(iii) or (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)iv) below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.. DB3/ 204224713.6

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Company and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Company or the Administrative AgentAgent and at the time or times prescribed by applicable law, such properly completed and executed documentation reasonably requested by the Borrower Company or the Administrative Agent or prescribed by applicable law as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Company or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Company or the Administrative Agent as will enable the Borrower Company or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding 102102 anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to Borrower, the Administrative Agent and the Security Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Borrower, the Administrative Agent or the Administrative Security Agent, such properly completed and executed documentation reasonably requested by the Borrower Borrower, the Administrative Agent or the Administrative Security Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Borrower, the Administrative Agent or the Administrative Security Agent, any Lender shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower Borrower, the Administrative Agent or the Administrative Security Agent as will enable the Borrower Borrower, the Administrative Agent or the Administrative Security Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Parent Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Parent Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Parent Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Parent Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Parent Borrower or the Administrative Agent as will enable the Parent Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), 3.01(e)(ii)(B) and other requested information described in this subsection (e)(i3.01(e)(ii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Agent and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Agent or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Agent or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Agent or the Administrative Agent, shall deliver such other documentation prescribed by applicable Applicable Laws or reasonably requested by the Borrower Agent or the Administrative Agent as will enable the Borrower Agent or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.. 65 Xxxxx Xxxxxx Credit and Guaranty Agreement AMERICAS/2024027744.12 4860-7476-1089.6

Status of Lenders; Tax Documentation. (iiii) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, on the Closing Date and at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two (2) sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(eg)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Lead Borrower and to the Administrative Agent, at the time or times prescribed proscribed by applicable Laws Law or when reasonably requested by the Lead Borrower or the Administrative Agent, such properly completed and executed documentation proscribed by applicable Law or such other information reasonably requested by the Lead Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Lead Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Lead Borrower or the Administrative Agent as will enable the Lead Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup ​ ​ withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Sections 3.01(e)(i)(A), 3.01(e)(i)(B) and other requested information described in this subsection (e)(i3.01(e)(i)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than the [***] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH THE COMMISSION. documentation set forth in Section 3.09(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (which, for purposes of this Section 3.01(e), shall include the term “Lender” includes any L/C Issuer. Each Lender Issuer and the Administrative Agent) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding, as applicable. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent (as applicable) to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the applicable Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the applicable Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the applicable Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any each Lender, if reasonably requested by the applicable Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the applicable Borrower or the Administrative Agent as will enable the applicable Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Sections 3.01(e)(ii)(A), (ii)(B), (ii)(C) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by 57 CHAR1\1967948v4 applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(iiii)(D)) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender; provided, that, this sentence shall not apply to documentation described in Section 3.01(e)(ii)(C) if such documentation is in substance essentially equivalent to, and not materially more onerous to provide, than the documentation set forth in Section 3.01(e)(ii)(A), (ii)(B), or (ii)(D).

Status of Lenders; Tax Documentation. (i2) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Credit Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall #194770820_v13 deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in clauses (ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Borrowing Agent and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Borrowing Agent or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Borrowing Agent or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Borrowing Agent or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Borrower Borrowing Agent or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii))(B) and other requested information described in this subsection (e)(iii))(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s 's reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Administrative Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Administrative Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Administrative Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Administrative Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Law or reasonably requested by the Administrative Borrower or the Administrative Agent as will enable the Borrower Borrowers or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two (2) sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.2(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if if, in the Lender’s reasonable judgment judgment, such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense expense, or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each i)Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, and at the time or times prescribed by applicable Law such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent or prescribed by applicable Law as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender ​ is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower Representative and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower Representative or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Representative or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Representative or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower Representative or the Administrative Agent as will enable the Borrower Representative or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B), (ii)(C) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation and information reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding, including the information set forth in Sections 3.18.18 and/or 3.19.19 of the Resolución Miscelánea Fiscal para 2022 (or any substitute or successor provisions). In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation and other requested information described in this subsection (e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws CHL:82267.17 47 Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, on the Closing Date and at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. 83862495 Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws Applicable Law or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by Applicable Law or by the taxing authorities of any jurisdiction and such other documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws Applicable Law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For purposes of this Section 3.01(e), the term “Lender” includes any L/C Issuer. Each Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the delivery, completion and execution of documentation and other requested information described in this subsection (e)(isubsection(e)(i) (and not, for the avoidance of doubt, otherwise described in subsection (e)(iisubsection(e)(ii)) shall not be required if in the Lender’s reasonable judgment such delivery, completion or execution would subject the Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

Status of Lenders; Tax Documentation. (i) For Any Lender (which solely for purposes of this Section 3.01(e), ) shall include the term “Lender” includes any L/C Issuer. Each Lender Administrative Agent) that is entitled to an exemption from or reduction of withholding Tax with respect to payments made under any Loan Document shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable Laws law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the deliverycompletion, completion execution and execution submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B), (ii)(C) and other requested information described in this subsection (e)(iii)(D) (and not, for the avoidance of doubt, otherwise described in subsection (e)(ii)below) shall not be required if in the Lender’s reasonable judgment such deliverycompletion, completion execution or execution submission would subject the such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.. - 80 -