Common use of Tax Certificates Clause in Contracts

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender that is not incorporated under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-8ECI or Form W-8BEN, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender shall certify, in the case of a Form W-8ECI or Form W-8BEN that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxes. Each Person not incorporated under the laws of the United States or a State thereof that is an assignee of a Lender pursuant to Section 11.12 shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.14. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State thereof, then each Lender shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent.

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender that is not incorporated under the laws of the United States or a State state thereof shall, so long as it is lawfully able to do so: (A) deliver to the relevant Borrower and the Administrative Agent (A) two (2) duly completed copies of f United States Internal Revenue Service Form W-8ECI 1001 or 4224, or successor applicable form, as the case may be, and (B) one (1) duly completed copy of Internal Revenue Service Form W-8BENW‑8 or W‑9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender shall certify, certify (I) in the case of a Form W-8ECI 1001 or Form W-8BEN 4224, that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxestaxes and (II) in the case of a Form W‑8 or W‑9, that it is entitled to an exemption from United States backup withholding tax. Each Person not incorporated under the laws of the United States or a State state thereof that is an assignee of a Lender Assignee hereunder pursuant to Section 11.12 shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.14. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State state thereof, then each Lender (and any Assignee hereunder pursuant to Section 11.12) shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent.

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender that is not incorporated under the laws of the United States or a State state thereof shallshall so long as it is lawfully able to do so: (A) deliver to the relevant Borrower and the Administrative Agent (A) two (2) duly completed copies of United States Internal Revenue Service Form W-8ECI 1001 or 4224, or successor applicable form, as the case may be, and (B) one (1) duly completed copy of Internal Revenue Service Form W-8BENW‑8 or W‑9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender shall certify, certify (I) in the case of a Form W-8ECI 1001 or Form W-8BEN 4224, that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxestaxes and (II) in the case of a Form W‑8 or W‑9, that it is entitled to an exemption from United States backup withholding tax. Each Person not incorporated under the laws of the United States or a State state thereof that is an assignee of a Lender Assignee hereunder pursuant to Section 11.12 shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.143.13. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State state thereof, then each Lender (and any Assignee hereunder pursuant to Section 11.12) shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f3.13(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent.

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender and each Fronting Bank that is not incorporated under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-8ECI or Form W-8BEN, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender and Fronting Bank shall certify, in the case of a Form W-8ECI or Form W-8BEN that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxes. Each Person not incorporated under the laws of the United States or a State thereof that is an assignee of a Lender pursuant to Section 11.12 or an assignee of a Fronting Bank shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.14. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State thereof, then each Lender and Fronting Bank shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender and Fronting Bank that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent.

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender that is not incorporated under the laws of the United States or a State thereof shall, so long as it is lawfully able to do so: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-8ECI or Form W-8BEN, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender shall certify, in the case of a Form W-8ECI or Form W-8BEN that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxes. Each Person not incorporated under the laws of the United States or a State thereof that is an Assignee or assignee of a Lender hereunder pursuant to Section 11.12 shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.14. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State thereof, then each Lender shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent, provided that no Lender as of the Restatement Effective Date with respect to which the Administrative Agent has not received written evidence satisfactory to the Administrative Agent (which may include telecopy transmission of a signed signature page of this Agreement) that such Lender has signed a counterpart of the Amendment and Restatement Agreement shall be required to comply with this Section 3.14(e)(iii) until such time as the Administrative Agent receives such written evidence of signature (it being understood that any Assignee or assignee, as applicable, of any such Lender's interests under this Agreement pursuant to Section 11.12 shall, however, be subject to the obligations of this sentence as if such assigning Lender had consented to the Amendment and Restatement Agreement).

Tax Certificates. (i) In the event a Borrower is incorporated under the laws of the United States or a state or jurisdiction thereof, then each Lender that is not incorporated under the laws of the United States or a State thereof shall, so long as it is lawfully able to do so: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-8ECI or Form W-8BEN, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent. Such Lender shall certify, in the case of a Form W-8ECI or Form W-8BEN that it is entitled to receive payments under this Agreement without deduction or withholding of any United States federal or state income taxes. Each Person not incorporated under the laws of the United States or a State thereof that is an assignee of a Lender hereunder pursuant to Section 11.12 shall, upon the effectiveness of the related transfer, be required to provide all of the forms and statements required pursuant to this Section 3.14. (ii) In the event a Borrower is not incorporated under the laws of the United States of America or a State thereof, then each Lender shall deliver any statements, declarations, certifications, or other documentation that may be reasonably requested by such Borrower in accordance with Section 3.14(f). (iii) In the event a Borrower is organized under the laws of the United States or a state or jurisdiction thereof, then each Lender that is organized under the laws of the United States or a State thereof shall: (A) deliver to the relevant Borrower and the Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form W-9, or successor applicable form, as the case may be; (B) deliver to the relevant Borrower and the Administrative Agent two (2) further copies of any such form or certification on or before the date that any such form or certification expires or becomes obsolete and after the occurrence of any event requiring a change in the most recent form previously delivered by it to the applicable Borrower; and (C) obtain such extensions of time for filing and completing such forms or certifications as may reasonably be requested by the relevant Borrower or the Administrative Agent.