Common use of Tax Benefit Clause in Contracts

Tax Benefit. If any Credit Party determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 5.03 (including by the payment of additional amounts pursuant to this Section 5.03 (any such refund, a “Tax Benefit”), it shall pay to the indemnifying party an amount equal to such Tax Benefit (but only to the extent of indemnity payments made under this Section with respect to the Taxes giving rise to such Tax Benefit), net of all out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest paid by the relevant Governmental Authority with respect to such Tax Benefit). Such indemnifying party, upon the request of such indemnified party, shall repay to such indemnified party the amount paid over pursuant to this paragraph (k) in the event that such indemnified party is required to repay such Tax Benefit to such Governmental Authority. Notwithstanding anything to the contrary in this paragraph, in no event will the Credit Party be required to pay any amount to the indemnifying party pursuant to this paragraph the payment of which would place Credit Party in a less favorable net after-Tax position than the Credit Party would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax had never been paid. This paragraph shall not be construed to require any indemnified party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any Person.

Tax Benefit. If any Credit Party determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 5.03 4.03 (including by the payment of additional amounts pursuant to this Section 5.03 4.03 (any such refund, a “Tax Benefit”), it shall pay to the indemnifying party Party an amount equal to such Tax Benefit (but only to the extent of indemnity payments made under this Section with respect to the Taxes giving rise to such Tax Benefit), net of all out-of-pocket expenses (including Taxes) of such indemnified party Party and without interest (other than any interest paid by the relevant Governmental Authority taxing authority with respect to such Tax Benefit). Such indemnifying partyParty, upon the request of such indemnified partyParty, shall repay to such indemnified party Party the amount paid over pursuant to this paragraph Section 4.03(l) (kplus any penalties, interest or other charges imposed by the relevant taxing authority) in the event that such indemnified party Party is required to repay such Tax Benefit to such Governmental Authoritytaxing authority. Notwithstanding anything to the contrary in this paragraphSection 4.03(l), in no event will the Credit indemnified Party be required to pay any amount to the an indemnifying party Party pursuant to this paragraph Section 4.03(l) the payment of which would place Credit the indemnified Party in a less favorable net after-Tax position than the Credit indemnified Party would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or payment of additional amounts with respect giving rise to such Tax Benefit had never been paid. This paragraph shall not be construed to require any indemnified party Party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party Party or any other Person.

Tax Benefit. If any Credit Party party determines, in its sole discretion exercised in good faith, that it has received a refund of of, or credit with respect to, any Taxes as to which it has been indemnified pursuant to this Section 5.03 (including by the payment of additional amounts pursuant to this Section 5.03 (any such refundrefund or credit, a “Tax Benefit”), it shall pay to the indemnifying party an amount equal to such Tax Benefit (but only to the extent of indemnity payments made under this Section with respect to the Taxes giving rise to such Tax Benefit), net of all out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest paid by the relevant Governmental Authority with respect to such Tax Benefit). Such indemnifying party, upon the request of such indemnified party, shall repay to such indemnified party the amount paid over pursuant to this paragraph (ki) (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) in the event that such indemnified party is required to repay such Tax Benefit to such Governmental Authority. Notwithstanding anything to the contrary in this paragraphparagraph (i), in no event will the Credit Party indemnified party be required require to pay any amount to the an indemnifying party pursuant to this paragraph (i) the payment of which would place Credit Party the indemnified party in a less favorable net after-Tax position than the Credit Party indemnified party would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or payment of additional amounts with respect giving rise to such Tax Benefit had never been paid. This paragraph shall not be construed to require any indemnified party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any other Person.

Tax Benefit. If any Credit Party Affected Person determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 5.03 (including by the payment of additional amounts pursuant to this Section 5.03 (any such refund, a “Tax Benefit”), it shall pay to the indemnifying party an amount equal to such Tax Benefit (but only to the extent of indemnity payments made under this Section with respect to the Taxes giving rise to such Tax Benefit), net of all out-of-pocket expenses (including Taxes) of such indemnified party Affected Person and without interest (other than any interest paid by the relevant Governmental Authority with respect to such Tax Benefit). Such indemnifying party, upon the request of such indemnified partyAffected Person, shall repay to such indemnified party the amount paid over pursuant to this paragraph (k) in the event that such indemnified party Affected Person is required to repay such Tax Benefit to such Governmental Authority. Notwithstanding anything to the contrary in this paragraph, in no event will the Credit Party Affected Person be required to pay any amount to the indemnifying party pursuant to this paragraph the payment of which would place Credit Party Affected Person in a less favorable net after-Tax position than the Credit Party Affected Person would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax had never been paid. This paragraph shall not be construed to require any indemnified party Affected Person to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any Person.

Tax Benefit. If any Credit Party Lender or Administrative Agent determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 5.03 (including by the received a payment of additional amounts pursuant to this Section 5.03 2.3.3 (any such refund, a “Tax Benefit”), it shall pay to the indemnifying party Borrowers an amount equal to such Tax Benefit (but only to the extent of indemnity payments made under this Section 2.3.3 with respect to the Taxes giving rise to such Tax Benefit), net of all out-of-pocket expenses (including Taxes) of such indemnified party Lender or Administrative Agent and without interest (other than any interest paid by the relevant Governmental Authority taxing authority with respect to such Tax Benefit). Such indemnifying partyThe Borrowers, promptly upon the written request of such indemnified partyLender or Administrative Agent, shall repay to such indemnified party Lender or Administrative Agent the amount paid over pursuant to this paragraph Section 2.3.5 (kplus any penalties, interest or other charges imposed by the relevant taxing authority) in the event that such indemnified party Lender or Administrative Agent is required to repay such Tax Benefit to such Governmental Authoritytaxing authority. Notwithstanding anything to the contrary in this paragraphSection 2.3.5, in no event will the Credit Party a Lender or Administrative Agent be required to pay any amount to the indemnifying party Borrowers pursuant to this paragraph Section 2.3.5 the payment of which would place Credit Party such Lender or Administrative Agent in a less favorable net after-Tax position than the Credit Party such Lender or Administrative Agent would have been in if the Tax subject to indemnification and giving rise to such refund for which additional amounts were been paid had not been deducted, withheld or otherwise imposed and the indemnification payments or payment of additional amounts with respect giving rise to such Tax Benefit had never been paid. This paragraph shall not be construed to require any indemnified party Lender or Administrative Agent to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party Borrowers or any other Person.

Tax Benefit. If any Credit Party determinesLender, Issuing Bank or any Agent determines in its sole discretion exercised in good faith, that it has received a refund of, reduction of, or the benefit of a credit against its tax or otherwise recovers an amount in connection with any Taxes as to which it has been indemnified payment by Borrower pursuant to this Section 5.03 2.20 (including by the payment of additional amounts pursuant to this Section 5.03 (any such refund, a “Tax Benefit”), it such Person shall pay reimburse Borrower for the amount determined by such Person to be the indemnifying party an amount equal to such Tax Benefit (but only to the extent of indemnity payments made made, or additional amounts paid, by any Credit Party under this Section 2.20 with respect to the Taxes giving rise to such Tax Benefit), net of all after reduction for any out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest paid by the relevant Governmental Authority with respect to such Tax Benefit). Such indemnifying party, obtained by such Person as a consequence of such Tax Benefit; provided, however, that the Credit Party, upon the request of the Administrative Agent or such indemnified partyLender, shall agrees to repay to such indemnified party the amount paid over pursuant to this paragraph such Credit Party (kplus any penalties (to the extent not imposed as a result of the any Agent’s, Issuing Bank’s or Lender’s, as the case may be, gross negligence or willful misconduct), interest or other charges imposed by the relevant Governmental Authority) in to the event Administrative Agent or such Lender within a reasonable time (which shall not to exceed 20 days) after receipt of written notice that any Agent or such indemnified party Lender is required to repay such Tax Benefit to such Governmental Authority. Notwithstanding anything to the contrary in this paragraphcontrary, in no event will the Credit Party any Lender be required to pay any amount to the indemnifying party pursuant to this paragraph any Credit Party the payment of which would place Credit Party such Lender in a less favorable net after-Tax tax position than the Credit Party such Lender would have been in if the Tax subject to additional amounts or indemnification and payments giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax Benefit had never been paid. This paragraph shall not be construed to require any indemnified party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any Person.