Common use of Tax Information and Disclosures Clause in Contracts

Tax Information and Disclosures. (a) The State Treasury undertakes to the Fiscal Agent that: (i) it will provide to the Fiscal Agent all documentation and other information required by the Fiscal Agent from time to time to comply with any Applicable Law forthwith upon request by the Fiscal Agent; and (ii) it will notify the Fiscal Agent in writing within 30 days of any change that affects the State Treasury's tax status pursuant to any Applicable Law. (b) Subject to paragraph (c) of this Section 25, the Fiscal Agent will treat information relating to or provided by the State Treasury as confidential, but (unless consent is prohibited by law) the State Treasury consents to the processing, transfer and disclosure by the Fiscal Agent of any information relating to or provided by the State Treasury to the Fiscal Agent, any affiliates or agents of the Fiscal Agent and third parties (including service providers) selected by any of them, wherever situated (together, the “Authorized Recipients”), for confidential use (including without limitation in connection with the provision of any service and for data processing, statistical and risk analysis purposes and for compliance with Applicable Law) provided that the Fiscal Agent has ensured or shall ensure that each such Authorized Recipient to which it provides such confidential information is aware that such information is confidential and should be treated accordingly. The Fiscal Agent and any such Authorized Recipient may also transfer and disclose any such information as is required or requested by, or to, any court, legal process, Applicable Law or Authority, including an auditor of any party to this Agreement and including any payor or payee as required by Applicable Law, and may use (and its performance will be subject to the rules of) any communications, clearing or payment systems, intermediary bank or other system. The State Treasury (a) acknowledges that the transfers permitted by this Section 25(b) may include transfers to jurisdictions which do not have strict data protection or data privacy laws; and (b) represents that it has provided to and secured from any person regarding whom it has provided information to the Fiscal Agent any notices, consents and waivers necessary to permit the processing, transfer and disclosure of that information as permitted by this Section 25(b) and that it will provide such notices and secure such necessary consents and waivers in advance of providing similar information to the Fiscal Agent in the future. (c) Notwithstanding anything herein to the contrary, each party hereto and the Holders of the Notes (and each employee, representative or other agent of such party or such Holder) may disclose to any and all persons, without limitation of any kind, the U.S. tax treatment and U.S. tax structure of any transaction contemplated herein and all materials of any kind (including opinions or other tax analyses) that are provided to the Holders relating to such U.S. tax treatment and U.S. tax structure, other than any information for which nondisclosure is reasonably necessary in order to comply with applicable securities laws.

Tax Information and Disclosures. (a) The State Treasury undertakes to the Fiscal Agent that: (i) it will provide to the Fiscal Agent all documentation and other information required by the Fiscal Agent from time to time to comply with any Applicable Law forthwith upon request by the Fiscal Agent; and (ii) it will notify the Fiscal Agent in writing within 30 days of any change that affects the State Treasury's ’s tax status pursuant to any Applicable Law. (b) Subject to paragraph (c) of this Section 25, the Fiscal Agent will treat information relating to or provided by the State Treasury as confidential, but (unless consent is prohibited by law) the State Treasury consents to the processing, transfer and disclosure by the Fiscal Agent of any information relating to or provided by the State Treasury to the Fiscal Agent, any affiliates or agents of the Fiscal Agent and third parties (including service providers) selected by any of them, wherever situated (together, the “Authorized Recipients”), for confidential use (including without limitation in connection with the provision of any service and for data processing, statistical and risk analysis purposes and for compliance with Applicable Law) provided that the Fiscal Agent has ensured or shall ensure that each such Authorized Recipient to which it provides such confidential information is aware that such information is confidential and should be treated accordingly. The Fiscal Agent and any such Authorized Recipient may also transfer and disclose any such information as is required or requested by, or to, any court, legal process, Applicable Law or Authority, including an auditor of any party to this Agreement and including any payor or payee as required by Applicable Law, and may use (and its performance will be subject to the rules of) any communications, clearing or payment systems, intermediary bank or other system. The State Treasury (a) acknowledges that the transfers permitted by this Section 25(b) may include transfers to jurisdictions which do not have strict data protection or data privacy laws; and (b) represents that it has provided to and secured from any person regarding whom it has provided information to the Fiscal Agent any notices, consents and waivers necessary to permit the processing, transfer and disclosure of that information as permitted by this Section 25(b) and that it will provide such notices and secure such necessary consents and waivers in advance of providing similar information to the Fiscal Agent in the future. (c) Notwithstanding anything herein to the contrary, each party hereto and the Holders of the Notes (and each employee, representative or other agent of such party or such Holder) may disclose to any and all persons, without limitation of any kind, the U.S. tax treatment and U.S. tax structure of any transaction contemplated herein and all materials of any kind (including opinions or other tax analyses) that are provided to the Holders relating to such U.S. tax treatment and U.S. tax structure, other than any information for which nondisclosure is reasonably necessary in order to comply with applicable securities laws.