Common use of Transfer at Request of Borrower Clause in Contracts

Transfer at Request of Borrower. In the event that Indemnified Withholding Taxes become payable by Borrower pursuant to Section 10(c)(i) hereof with respect to payments by Borrower to a Lender under a Loan Certificate or pursuant to any Operative Agreement and the elimination or sufficient reduction of such Indemnified Withholding Taxes pursuant to a transfer described in the last sentence of such Section 10(c)(i) is not accomplished, such Lender shall, upon the written request of Borrower, sell the affected Loan Certificate to a Person to which payments under the Loan Certificate would not be subject to withholding Taxes under then applicable Law for an amount which, together with any supplemental payment by Borrower in connection with such sale, shall be equal to the par value of such affected Loan Certificate plus accrued but unpaid interest thereon plus any Breakage Amount. Out-of-pocket costs and expenses, if any, (including reasonable fees and disbursements of counsel) reasonably incurred by a Lender and Security Agent in connection with any such transfer shall be for the account of Borrower.

Transfer at Request of Borrower. In the event that Indemnified Withholding Taxes become payable by Borrower pursuant to Section 10(c)(i9.3(a) hereof with respect to payments by Borrower to a Lender under a Loan Certificate an Equipment Note or pursuant to any Operative Agreement and the elimination or sufficient reduction of such Indemnified Withholding Taxes pursuant to a transfer described in the last sentence of such Section 10(c)(i9.3(a) is not accomplished, such Lender shall, upon the written request of Borrower, sell the affected Loan Certificate Equipment Notes to a Person to which payments under the Loan Certificate Equipment Notes would not be subject to U.S. withholding Taxes under then applicable Law for an amount which, together with any supplemental payment by Borrower in connection with such sale, shall be equal to the par value of such affected Loan Certificate Equipment Notes plus accrued but unpaid interest thereon plus any LIBOR Breakage Amount. Out-of-pocket costs and expenses, if any, (including reasonable fees and disbursements of counsel) reasonably incurred by a Lender and Security Agent any Lender, WFB or any Mortgagee in connection with any such transfer shall be for the account of the Borrower.

Transfer at Request of Borrower. In the event that Indemnified Withholding Taxes become payable by Borrower pursuant to Section 10(c)(i9.3(a) hereof with respect to payments by Borrower to a Lender under a Loan Certificate an Equipment Note or pursuant to any Operative Agreement and the elimination or sufficient reduction of such Indemnified Withholding Taxes pursuant to a transfer described in the last sentence of such Section 10(c)(i9.3(a) is not accomplished, such Lender shall, upon the written request of Borrower, sell the affected Loan Certificate Equipment Notes to a Person to which payments under the Loan Certificate Equipment Notes would not be subject to U.S. withholding Taxes under then applicable Law for an amount which, together with any supplemental payment by Borrower in connection with such sale, shall be equal to the par value of such affected Loan Certificate Equipment Notes plus accrued but unpaid interest thereon plus any LIBOR Breakage Amount. Out-of-pocket costs and expenses, if any, any (including reasonable fees and disbursements of counsel) reasonably incurred by a Lender and Security Agent any Lender, WFB or any Mortgagee in connection with any such transfer shall be for the account of Borrower.