Common use of Treatment of Certain Refunds and Tax Reductions Clause in Contracts

Treatment of Certain Refunds and Tax Reductions. If a Lender determines, in its sole discretion, that it has received a refund of any Taxes or Other Taxes as to which it has been indemnified by the Borrower or with respect to which the Borrower has paid additional amounts pursuant to this Section or that, because of the payment of such Taxes or Other Taxes, it has benefited from a reduction in Excluded Taxes otherwise payable by it, it shall pay to the Borrower an amount equal to such refund or reduction (but only to the extent of indemnity payments made, or additional amounts paid, by the Borrower under this Section with respect to the Taxes or Other Taxes giving rise to such refund or reduction), net of all out-of-pocket expenses of such Lender, as the case may be, and without interest (other than any net after-Tax interest paid by the relevant Governmental Authority with respect to such refund). The Borrower, upon the request of such Lender, agrees to repay the amount paid over to the Borrower (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to such Lender if such Lender is required to repay such refund or reduction to such Governmental Authority. This paragraph shall not be construed to require any Lender to make available its tax returns (or any other information relating to its taxes that it deems confidential) to the Borrower or any other Person, to arrange its affairs in any particular manner or to claim any available refund or reduction.

Appears in 2 contracts

Samples: Credit Agreement (Manulife Financial Corp), Credit Agreement (Manulife Financial Corp)

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Treatment of Certain Refunds and Tax Reductions. If a the Lender determines, in its sole discretion, that it has received a refund of any Taxes or Other Taxes as to which it has been indemnified by the Borrower Credit Parties or with respect to which the Borrower any Credit Party has paid additional amounts pursuant to this Section or that, because of the payment of such Taxes or Other Taxes, it has benefited from a reduction in Excluded Taxes otherwise payable by it, it shall pay to the Borrower Borrowers or any other Credit Party, as applicable, an amount equal to such refund or reduction (but only to the extent of indemnity payments made, or additional amounts paid, by the Borrower Borrowers or any other Credit Party as applicable under this Section with respect to the Taxes or Other Taxes giving rise to such refund or reduction), net of all out-of-pocket expenses of such Lender, as the case may be, Lender and without interest (other than any net after-Tax interest paid by the relevant Governmental Authority with respect to such refund). The BorrowerBorrowers or any other Credit Party as applicable, upon the request of such the Lender, agrees to repay the amount paid over to the Borrower Borrowers or any other Credit Party (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to such the Lender if such the Lender is required to repay such refund or reduction to such Governmental Authority. This paragraph shall not be construed to require any the Lender to make available its tax returns (or any other information relating to its taxes that it deems confidential) to the Borrower Credit Parties or any other Person, to arrange its affairs in any particular manner or to claim any available refund or reduction.

Appears in 2 contracts

Samples: Credit Agreement (Strategic Storage Trust VI, Inc.), Credit Agreement (Strategic Storage Trust VI, Inc.)

Treatment of Certain Refunds and Tax Reductions. If Without duplication of amounts payable pursuant to Section 13.2(c), if the Agent or a Lender determines, in its sole discretion, that it has received a credit, refund or remission of any Indemnified Taxes or Other Taxes as to which it has been indemnified by the Borrower 148 Borrowers or with respect to which the Borrower another Obligor has paid additional amounts pursuant to this Section or that, because of the payment of such Taxes or Other Taxes, it has benefited from a reduction in Excluded Taxes otherwise payable by itSection, it shall pay to the applicable Borrower or other Obligor, as applicable, an amount equal to such credit, refund or reduction remission (but only to the extent of indemnity payments made, or additional amounts paid, by the applicable Borrower or other Obligor under this Section with respect to the Indemnified Taxes or Other Taxes giving rise to such refund refund, credit or reductionremission), net of all reasonable out-of-pocket expenses of the Agent or such Lender, as the case may be, and without interest (other than any net after-Tax interest paid by the relevant Governmental Authority with respect to such refund)interest. The BorrowerPrincipal Borrower shall, and shall cause each other Obligor, as applicable, to, upon the request of the Agent or such Lender, agrees to repay the amount paid over to the applicable Borrower or other Obligor (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to the Agent or such Lender if the Agent or such Lender is required to repay such refund or reduction to such Governmental Authority. This paragraph shall not be construed to require the Agent or any Lender to make available its tax returns (or any other information relating to its taxes that it deems confidential) to the Borrower Borrowers or any other Person, to arrange its affairs in any particular manner or to claim any available refund or reduction.

Appears in 2 contracts

Samples: Assignment and Assumption (Kinder Morgan, Inc.), Assignment and Assumption (Kinder Morgan, Inc.)

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Treatment of Certain Refunds and Tax Reductions. If Without duplication of amounts payable pursuant to Section 13.2(c), if the Agent or a Lender determines, in its sole discretion, that it has received a credit, refund or remission of any Taxes or Other Indemnified Taxes as to which it has been indemnified by the Borrower or with respect to which the Borrower another Obligor has paid additional amounts pursuant to this Section or that, because of the payment of such Taxes or Other Taxes, it has benefited from a reduction in Excluded Taxes otherwise payable by itSection, it shall pay to the Borrower or other Obligor, as applicable, an amount equal to such credit, refund or reduction remission (but only to the extent of indemnity payments made, or additional amounts paid, by the Borrower or other Obligor under this Section with respect to the Taxes or Other Indemnified Taxes giving rise to such refund or reductionrefund), net of all reasonable out-of-pocket expenses of the Agent or such Lender, as the case may be, and without interest (other than any net after-Tax interest paid by the relevant Governmental Authority with respect to such refund)interest. The BorrowerBorrower shall, and shall cause each Restricted Subsidiary, as applicable, to, upon the request of the Agent or such Lender, agrees to repay the amount paid over to the Borrower or other Obligor (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to the Agent or such Lender if the Agent or such Lender is required to repay such refund or reduction to such Governmental Authority. This paragraph shall not be construed to require the Agent or any Lender to make available its tax returns (or any other information relating to its taxes that it deems confidential) to the Borrower or any other Person, to arrange its affairs in any particular manner or to claim any available refund or reduction.

Appears in 2 contracts

Samples: Credit Agreement (SemGroup Corp), Credit Agreement (SemGroup Corp)

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