Taxes; Net Payments. All payments by Borrower hereunder and under the Revolving Note and the Term Note to the Agent or any Lender shall be made without set-off or counterclaim and in such amounts as may be necessary in order that all such payments, after deduction or withholding for or on account of any present or future taxes, levies, imposts, duties or other charges of whatsoever nature imposed by any Governmental Authority or taxing authority thereof (collectively, “Taxes”), shall not be less than the amounts otherwise specified to be paid under this Agreement. The Borrower shall pay all Taxes when due and shall promptly send to the Lender original tax receipts or copies thereof certified by the relevant taxing authority together with such other documentary evidence with respect to such payments as may be required from time to time by the Agent. If the Borrower fails to pay any Taxes to the appropriate taxing authorities when due or fails to remit to the Agent or Lender any such original tax receipts or certified copies thereof as aforesaid or other required documentary evidence, the Borrower shall indemnify the Agent or Lender within thirty (30) days of demand by the Lender or Agent for any taxes, interest or penalties that may become payable by the Agent or Lender as a result of such failure. Notwithstanding the foregoing, (i) the Borrower shall not be liable for the payment of any tax on or measured by the net income of any Lender pursuant to the laws of the jurisdiction where an office of such Lender making any loan hereunder is located or does business, and (ii) the foregoing obligation to gross up the payments to any Lender so as not to deduct or offset any withholding taxes or Taxes paid or payable by the Borrower with respect to any payments to such Lender shall not apply (x) to any payment to any Lender which is a “foreign corporation, partnership or trust” within the meaning of the Code if such Lender is not, on the date hereof (or on the date it becomes a Lender under this Agreement pursuant to the assignment terms of this Agreement), or on any date hereafter that it is a Lender under this Agreement, entitled to submit either a Form W-8BEN or any successor form thereto (relating to such Lender and entitling it to a complete exemption from withholding on all interest to be received by it hereunder in respect of the Loans) or Form W-8ECI or any successor form thereto (relating to all interest to be received by such Lender hereunder in respect of the Loans) of the U...
Taxes; Net Payments. (a) All payments made by the Borrower or any Subsidiary Guarantor under the Loan Documents shall be made free and clear of, and without reduction for or on account of, any taxes, levies, imposts, deductions, charges or withholdings required by law to be withheld from any amounts payable under the Loan Documents. A statement setting forth the calculations of any amounts payable pursuant to this paragraph submitted by a Lender to the Borrower shall be conclusive absent manifest error. The obligations of the Borrower under this Section shall survive the termination of this Agreement and the Commitments and the payment of the Notes and all other amounts payable under the Loan Documents.
(b) Each Lender which is a foreign corporation within the meaning of Section 1442 of the Code shall deliver to the Borrower such certificates, documents or other evidence as the Borrower may reasonably require from time to time as are necessary to establish that such Lender is not subject to withholding under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law hereafter imposing upon the Borrower, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Administrative Agent on behalf of such Lender are not subject to withholding.
Taxes; Net Payments. Any and all payments by the Borrower hereunder, whether of principal, interest, fees, expenses or otherwise, shall be paid in full, free and clear of and without deduction for any and all Taxes with respect thereto, excluding any Taxes imposed on the income of the Bank or any successor or assign thereof, and franchise taxes imposed on any of them, by the jurisdiction under the laws of which the Bank or any such successor or assign or any of their respective lending offices is organized or located or any political subdivision thereof; provided, however, that (i) except as otherwise provided in paragraph 10.6, the obligation of the Borrower under this paragraph 2.13 shall not extend to any Person that purchases a participation interest in any Loan and (ii) under no circumstances shall the obligation of the Borrower under this paragraph 2.13 to any successor or assignee exceed the amounts for which it would be liable but for such succession or assignment. If the Borrower shall be required by law to deduct any Taxes from or in respect of any such sum payable hereunder to the Bank, (i) the sum payable to the Bank hereunder shall be increased as may be necessary so that after making all required deductions the Bank receives an amount equal to the sum it would have received had no such deductions been made, (ii) subject to clause (i) above, the Borrower shall make such deductions and (iii) the Borrower shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law. In the event that any such deduction or withholding can be reduced or nullified as a result of the application of any relevant double taxation convention, the Bank will, at the expense of the Borrower, cooperate with the Borrower, to the extent reasonable, in making application to the relevant taxing authorities seeking to obtain such reduction or nullification, provided, however, that the Bank shall have no obligation to engage in litigation with respect thereto.
Taxes; Net Payments. All payments made by the Borrower under the Loan Documents shall be made free and clear of, and without reduction for or on account of, any Taxes required by law to be withheld from any amounts payable under the Loan Documents. In the event that the Borrower is prohibited by law from making payments under the Loan Documents free of deductions or withholdings, the Borrower shall pay such additional amounts to the Lender as may be necessary in order that the actual amounts received by the Lender in respect of interest and any other amounts payable under the Loan Documents after such deduction or withholding (and after payment of any additional taxes or other charges due as a consequence of the payment of such additional amounts) shall equal the amount which would have been received if such deduction or withholding were not required. The Borrower agrees to pay any current or future stamp or documentary Taxes and any other excise or property Taxes, charges or similar levies that arise from any payment made hereunder or from the execution, delivery or registration of, or any amendment of, supplement to or modification of, or any waiver or consent under or in respect of, the Loan Documents or otherwise with respect to, the Loan Documents.
Taxes; Net Payments. (a) All payments made by the Borrower under the Loan Documents shall be made free and clear of, and without reduction for or on account of, any taxes required by law to be withheld from any amounts payable under the Loan Documents. A statement setting forth the calculations of any amounts payable pursuant to this paragraph submitted by a Lender to the Borrower shall be conclusive absent manifest error. The obligations of the Borrower under this Section shall survive the termination of the Agreement and the Aggregate Commitments and the payment of the Notes and all other amounts pay- able under the Loan Documents.
(b) Each Lender which is a foreign corporation within the meaning of Section 1442 of the Code shall deliver to the Borrower such certificates, documents or other evidence as the Borrower may reasonably require from time to time as are necessary to establish that such Lender is not subject to withholding under Section 1441 or 1442 of the Code or as may be necessary to establish, under any law imposing upon the Borrower hereafter, an obligation to withhold any portion of the payments made by the Borrower under the Loan Documents, that payments to the Agent on behalf of such Lender are not subject to withholding.
Taxes; Net Payments. (a) Any and all payments by the Borrower hereunder or under the Note shall be made free and clear of and without deduction for any and all present or future taxes, levies, imposts, deductions, charges or withholdings, and all liabilities with respect thereto, excluding, however, income, capital and franchise taxes imposed by the United States or a state or other political subdivision thereof (all taxes, levies, imposts, deductions, charges, withholdings and liabilities referred to in this sentence (other than such excluded income, capital and franchise taxes imposed by the United States or a state or other political subdivision thereof) are herein referred to as "Taxes"). If the Borrower shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder or under the Note, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section 2.7) the Bank receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions, and (iii) the Borrower shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law and in a manner such that the Bank shall not be required to make any deduction or payment of any Taxes.
(b) If the Bank shall be required by law to make any deduction or payment with respect to any payment made by the Borrower for any present or future taxes, levies, imposts, deductions, charges, withholdings or liabilities with respect thereto, excluding, however, income, capital and
(c) The Borrower will indemnify, and does hereby indemnify, the Bank for the full amount of Taxes and Other Taxes (including, without limitation, any Taxes and Other Taxes imposed by any jurisdiction on amounts payable by the Borrower or the Bank under this Section 2.7) paid by the Bank and any liability (including penalties, interest and expenses) arising therefrom or with respect thereto. Payment under such indemnification shall be made within 30 days from the date the Bank makes written demand therefor from time to time, provided that such indemnification shall only be required if the Bank shall have similar terms as its general policy applicable to similar borrowers.
Taxes; Net Payments. 11.1 (Amendments and Waivers), 11.3 (No Waiver; Cumulative Remedies), 11.5 (Payment of Expenses and Taxes), 11.7 (Successors and Assigns), 11.8 (Counterparts; Electronic Signatures), 11.11 (Indemnity), 11.12 (Governing Law), 11.13, (Headings Description), 11.14 (Severability), 11.15 (Integration), 11.16 (Consent to Jurisdiction), 11.17 (Service of Process), 11.18 (No Limitation on Service or Suit), 11.19 (WAIVER OF TRIAL BY JURY) and 11.21 (Patriot Act) thereof. URSTADT XXXXXX PROPERTIES INC. By: _________________________ Name: Title: SCHEDULE TO NOTE Date Amount of Swingline Loan Amount of principal paid or prepaid Interest Rate Interest Period Notation Made By 2021 - Credit Agreement (Urstadt Xxxxxx) 3-29-21(8084715.8).docx
Taxes; Net Payments. Any and all payments by or on account of any obligation of any Loan Party hereunder and under any other Loan Document shall be made free and clear of and without deduction for any Indemnified Taxes or Other Taxes, PROVIDED that, if such Loan Party shall be required to deduct any Indemnified Taxes or Other Taxes from such payments, then (i) the sum payable shall be increased as necessary so that, after making all required deductions (including deductions applicable to additional sums payable under this Section), the applicable Credit Party receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Loan Party shall make such deductions and (iii) such Loan Party shall pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Taxes; Net Payments. (a) All payments made by the Borrower to the Agent and each Lender under the Loan Documents shall be made free and clear of, and without reduction for or on account of, any
Taxes; Net Payments. All payments made by the Borrower under the Credit Documents to the Lender shall be made free and clear of, and without reduction for or on account of, any taxes required by law to be withheld from any amounts payable under the Credit Documents. A statement setting forth the calculations of any amounts payable pursuant to this Section 2.11 submitted by the Lender to the Borrower shall be conclusive absent manifest error.
