Common use of Tax Administration Clause in Contracts

Tax Administration. (a) The Trust and the Certificate Paying Agent, upon direction from the Sponsor, shall comply with all withholding and backup withholding tax requirements under United States federal (including, without limitation, Sections 1441, 1442, 1445, 1446 and 1471 through 1474 of the Code), state and local law. The Certificate Paying Agent shall request, and the Certificateholder shall provide to the Certificate Paying Agent, such forms or certificates as are necessary to establish an exemption from withholding and backup withholding tax with respect to the Certificateholder and any representations and forms as shall reasonably be requested by the Trust to assist it in determining the extent of, and in fulfilling, its withholding and backup withholding tax obligations. The Certificateholder, by acceptance of the Certificate, agrees to provide to the Certificate Paying Agent, upon its request, the FATCA Information. In addition, the Certificateholder, by acceptance of the Certificate, agrees that the Certificate Paying Agent has the right to withhold any amounts (properly withholdable under law and without any corresponding gross-up) payable to the Certificateholder that fails to comply with the requirements of the preceding sentence. (b) The Certificate Paying Agent, upon direction from the Sponsor, shall deliver or shall cause to be delivered to the Certificateholder such information, reports or statements as may be required by the Code and applicable Treasury Regulations and as may be required to enable the Certificateholder to prepare the Certificateholder’s federal and state income tax returns. In no event shall the Certificate Paying Agent or the Owner Trustee be liable for any liabilities, costs or expenses of the Trust, the Certificateholder or the Noteholders arising out of the application of any tax law, including federal, state, foreign or local income or excise taxes or any other tax imposed on or measured by income (or any interest, penalty or addition with respect thereto or arising from a failure to comply therewith) except the Certificate Paying Agent shall be liable for any such liability, cost or expense attributable to any act or omission, willful misconduct, bad faith, fraud, or negligence by the Certificate Paying Agent in breach of its obligations under this Agreement.

Tax Administration. (a) The Trust and the Certificate Paying Agent, upon direction from the Sponsor, shall comply with all withholding and backup withholding tax requirements under United States federal (including, without limitation, Sections 1441, 1442, 1445, 1446 and 1471 through 1474 of the Code), state and local law. The Certificate Paying Agent shall request, and the Certificateholder shall provide to the Certificate Paying Agent, such forms or certificates as are necessary to establish an exemption from withholding and backup withholding tax with respect to the Certificateholder and any representations and forms as shall reasonably be requested by the Trust to assist it in determining the extent of, and in fulfilling, its withholding and backup withholding tax obligations. The Certificateholder, by acceptance of the Certificate, agrees to provide to the Certificate Paying Agent, upon its request, the FATCA Information. In addition, the Certificateholder, by acceptance of the Certificate, agrees that the Certificate Paying Agent has the right to withhold any amounts (properly withholdable under law and without any corresponding gross-up) payable to the Certificateholder that fails to comply with the requirements of the preceding sentence. (b) The Certificate Paying Agent, upon direction from the Sponsor, shall deliver or shall cause to be delivered to the Certificateholder such information, reports or statements as may be required by the Code and applicable Treasury Regulations and as may be required to enable the Certificateholder to prepare the Certificateholder’s federal and state income tax returns. In no event shall the Certificate Paying Agent or the Owner Trustee be liable for any liabilities, costs or expenses of the Trust, the Certificateholder or the Noteholders arising out of the application of any tax law, including federal, state, foreign or local income or excise taxes or any other tax imposed on or measured by income (or any interest, penalty or addition with respect thereto or arising from a failure to comply therewith) except the Certificate Paying Agent shall be liable for any such liability, cost or expense attributable to any act or omission, willful wilful misconduct, bad faith, fraud, or negligence by the Certificate Paying Agent in breach of its obligations under this Agreement.

Tax Administration. (a) The Trust Issuer and the Certificate Paying Agent, upon direction from the SponsorTrustor, shall will comply with all withholding and backup withholding tax requirements under United States federal (including, without limitation, Sections 1441, 1442, 1445, 1446 and 1471 through 1474 of the Code), state and local law. The Certificate Paying Agent shall will request, and each Certificateholder, the Certificateholder shall UT Interestholder and the X-IO Interestholder will provide to the Certificate Paying Agent, such forms or certificates as are necessary to establish an exemption from withholding and backup withholding tax with respect to the Certificateholder Certificateholder, the UT Interestholder or the X-IO Interestholder and any representations and forms as shall will reasonably be requested by the Trust Issuer to assist it in determining the extent of, and in fulfilling, its withholding and backup withholding tax obligations. The Each Certificateholder, by acceptance of a Certificate, the CertificateUT Interestholder, by acceptance of the UT Interest, and the X-IO Interestholder, by acceptance of the X-IO Interest, agrees to provide to the Certificate Paying Agent, upon its request, the FATCA Information. In addition, the each Certificateholder, by acceptance of the a Certificate, agrees that the Certificate Paying Agent has the right to withhold any amounts (properly withholdable under law and without any corresponding gross-up) payable to the Certificateholder that fails to comply with the requirements of the preceding sentence. (b) The Certificate Paying Agent, upon direction from the SponsorTrustor, shall will deliver or shall will cause to be delivered to the Certificateholder Certificateholders, the UT Interestholder, and the X-IO Interestholder such information, reports or statements as may be required by the Code and applicable Treasury Regulations and as may be required to enable each Certificateholder, the Certificateholder UT Interestholder and the X-IO Interestholder to its prepare the Certificateholder’s federal and state income tax returns. In no event shall will the Certificate Paying Agent or the Owner Delaware Trustee be liable for any liabilities, costs or expenses of the TrustIssuer, the Certificateholder Trustor, the Administrator, the Certificateholders, the UT Interestholder, the X-IO Interestholder or the Noteholders arising out of the application of any tax law, including federal, state, foreign or local income or excise taxes or any other tax imposed on or measured by income (or any interest, penalty or addition with respect thereto or arising from a failure to comply therewith) except the Certificate Paying Agent shall will be liable for any such liability, cost or expense attributable to any act or omission, willful misconductnegligence, bad faith, fraud, faith or negligence willful misconduct that constitutes or results in a breach by the Certificate Paying Agent in breach of its obligations under this Agreement.