Common use of Withholding Documentation Clause in Contracts

Withholding Documentation. Each Lender that is organized under the Laws of a jurisdiction other than the United States and is a party hereto on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) after the Closing Date (unless such Xxxxxx was already a Lender hereunder immediately prior to such assignment) (each such Lender a “Foreign Lender”) shall execute and deliver to each of Borrower and Agent (as Borrower or Agent may reasonably request) one or more United States Internal Revenue Service Forms W-8ECI, W-8BEN, W-8BEN-E, or W-8IMY (with applicable attachment), as applicable, and other applicable forms, certificates or documents prescribed by the United States Internal Revenue Service or reasonably requested by Agent certifying as to such Lender’s entitlement to an exemption from, or reduction of, withholding or deduction of U.S. federal withholding Taxes. Each Lender that is a U.S. Person on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) after the Closing Date (unless such Lender was 53/Mammoth – Credit Agreement already a Lender hereunder immediately prior to such assignment) shall execute and deliver to each of Borrower and Agent (as Borrower or Agent may reasonably request) one or more United States Internal Revenue Service Form W-9. In addition, if a payment made to a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the IRC, as applicable), such Lender shall deliver to Borrower and Agent at the time or times prescribed by Law and at such time or times reasonably requested by Borrower or Agent such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the IRC) and such additional documentation reasonably requested by Borrower or Agent as may be necessary for Borrower and Agent to comply with their obligations under FATCA and to determine that such Lender has complied with such Xxxxxx’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify Borrower and Agent in writing of its legal inability to do so.

Withholding Documentation. Each Lender that is organized under the Applicable Laws of a jurisdiction other than the United States and is a party hereto on the Phase 2 Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 10.3 after the Phase 2 Closing Date (unless such Xxxxxx Lender was already a Lender hereunder immediately prior to such assignment) (each such Lender a “Foreign Lender”) shall execute and deliver to each of Borrower the Borrowers and Administrative Agent (as Borrower Borrowers or Administrative Agent may reasonably request) on or before the date on which such Lender becomes a Lender under this Credit Agreement one or more properly and accurately completed United States Internal Revenue Service Forms W-8ECI, W-8BEN, W-8BEN-E, or W-8IMY (with applicable attachment), as applicable, and other applicable forms, certificates or documents prescribed by the United States Internal Revenue Service or reasonably requested by Borrowers or Administrative Agent certifying as to such Lender’s entitlement to an exemption from, or reduction of, withholding or deduction of U.S. federal withholding Taxes. In the case of such a Foreign Lender (A) claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Fundamental Document, such United States Internal Revenue Service Form W-8BEN or United States Internal Revenue Service Form W-8BEN-E shall establish an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Fundamental Document, such form shall establish an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty, and (B) claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Code, such Foreign Lender hereby is deemed to represent that it is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10 percent shareholder” of the Borrower (or its owners) within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” related to the Borrower (or its owners) as described in Section 881(c)(3)(C) of the Code (to the extent a Foreign Lender is not the beneficial owner and an United States Internal Revenue Service Form W-8IMY accompanied by other Forms W-8 is delivered by such Foreign Lender, the foregoing clauses shall be true and accurate for each applicable beneficial owner). Each Lender that is a U.S. Person on the Phase 2 Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 10.3 after the Phase 2 Closing Date (unless such Lender Xxxxxx was 53/Mammoth – Credit Agreement already a Lender hereunder immediately prior to such assignment) shall execute and deliver to each of Borrower Borrowers and Administrative Agent (as Borrower Borrowers or Administrative Agent may reasonably request) on or before the date on which such Lender becomes a Lender under the Credit Agreement one or more properly and accurately completed United States Internal Revenue Service Form W-9. In addition, if a payment made to a Lender under any Loan Fundamental Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the IRCCode, as applicable), such Lender shall deliver to Borrower Borrowers and Administrative Agent at the time or times prescribed by Applicable Law and at such time or times reasonably requested by Borrower Borrowers or Administrative Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the IRCCode) and such additional documentation reasonably requested by Borrower Borrowers or Administrative Agent as may be necessary for Borrower Borrowers and Administrative Agent to comply with their obligations under FATCA and to determine that such Lender Xxxxxx has complied with such Xxxxxx’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify Borrower and Agent in writing of its legal inability if it is legally eligible to do so.

Withholding Documentation. Each Lender that is organized under the Laws of a jurisdiction other than the United States and is a party hereto on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) after the Closing Date (unless such Xxxxxx was already a Lender hereunder immediately prior to such assignment) (each such Lender a “Foreign Lender”) shall execute and deliver to each of Borrower and Agent (as Borrower or Agent may reasonably request) one or more United States Internal Revenue Service Forms W-8ECI, W-8BEN, W-8BEN-E, or W-8IMY (with applicable attachment), as applicable, and other applicable forms, certificates or documents prescribed by the United States Internal Revenue Service or reasonably requested by Agent certifying as to such Lender’s entitlement to an exemption from, or reduction of, withholding or deduction of U.S. federal withholding Taxes. Each Lender that is a U.S. Person on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) after the Closing Date (unless such Lender Xxxxxx was 53/Mammoth – Credit Agreement already a Lender hereunder immediately prior to such assignment) shall execute and deliver to each of Borrower and Agent (as Borrower or Agent may reasonably request) one or more United States Internal Revenue Service Form W-9. In addition, if a payment made to a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the IRC, as applicable), such Lender shall deliver to Borrower and Agent at the time or times prescribed by Law and at such time or times reasonably requested by Borrower or Agent such documentation prescribed by applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the IRC) and such additional documentation reasonably requested by Borrower or Agent as may be necessary for Borrower and Agent to comply with their obligations under FATCA and to determine that such Lender has complied with such Xxxxxx’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify Borrower and Agent in writing of its legal inability to do so.

Withholding Documentation. Each Lender that is organized under the Laws laws of a jurisdiction other than the United States and is a party hereto on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 9.7 after the Closing Date (unless such Xxxxxx Lender was already a Lender hereunder immediately prior to such assignment) (each such Lender a “Foreign Lender”) shall execute and deliver to each of Borrower and Administrative Agent (as Borrower or Administrative Agent may reasonably request) one or more United States Internal Revenue Service Forms W-8ECI, W-8BEN, W-8BEN-E, or W-8IMY (with applicable attachment), as applicable, and other applicable forms, certificates or documents prescribed by the United States Internal Revenue Service or reasonably requested by Borrower or Administrative Agent certifying as to such Lender’s entitlement to an exemption from, or reduction of, withholding or deduction of U.S. federal withholding Taxes. Each Lender that is a U.S. Person on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 9.7 after the Closing Date (unless such Lender Xxxxxx was 53/Mammoth – Credit Agreement already a Lender hereunder immediately prior to such assignment) shall execute and deliver to each of Borrower and Administrative Agent (as Borrower or Administrative Agent may reasonably request) one or more United States Internal Revenue Service Form W-9Forms W-9 establishing an exemption from backup withholding. Each Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed copies of any other form prescribed by applicable law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax, duly completed, together with such supplementary documentation as may be prescribed by Applicable Law to permit the Borrower or the Administrative Agent to determine the withholding or deduction required to be made. In addition, if a payment made to a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the IRCCode, as applicable), such Lender shall deliver to Borrower and Administrative Agent at the time or times prescribed by Law law and at such time or times reasonably requested by Borrower or Administrative Agent such documentation prescribed by applicable Law law (including as prescribed by Section 1471(b)(3)(C)(i) of the IRCCode) and such additional documentation reasonably requested by Borrower or Administrative Agent as may be necessary for Borrower and Administrative Agent to comply with their obligations under FATCA and to determine that such Lender Xxxxxx has complied with such Xxxxxx’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. On or before the date on which Fifth Third Bank, National Association (and any successor or replacement Administrative Agent) becomes Administrative Agent hereunder, it shall deliver to Borrower two executed originals of United States Internal Revenue Service Form W-9 establishing an exemption from backup withholding. Each Lender and Administrative Agent agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify Borrower and Administrative Agent in writing of its legal inability to do so.

Withholding Documentation. Each Lender that is organized under the Applicable Laws of a jurisdiction other than the United States and is a party hereto on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 10.3 after the Closing Date (unless such Xxxxxx Lender was already a Lender hereunder immediately prior to such assignment) (each such Lender a “Foreign Lender”) shall execute and deliver to each of Borrower Borrowers and Administrative Agent (as Borrower Borrowers or Administrative Agent may reasonably request) on or before the date on which such Lender becomes a Lender under this Credit Agreement one or more properly and accurately completed United States Internal Revenue Service Forms W-8ECI, W-8BEN, W-8BEN-E, or W-8IMY (with applicable attachment), as applicable, and other applicable forms, certificates or documents prescribed by the United States Internal Revenue Service or reasonably requested by Borrowers or Administrative Agent certifying as to such LenderXxxxxx’s entitlement to an exemption from, or reduction of, withholding or deduction of U.S. federal withholding Taxes. In the case of such a Foreign Lender (A) claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Fundamental Document, such United States Internal Revenue Service Form W-8BEN or United States Internal Revenue Service Form W-8BEN-E shall establish an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Fundamental Document, such form shall establish an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty, and (B) claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Code, (x) such Foreign Lender hereby is deemed to represent that it is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10 percent shareholder” of the Borrower (or its owners) within the meaning of Section 871(h)(3)(B) of the Code, or a “controlled foreign corporation” related to the Borrower (or its owners) as described in Section 881(c)(3)(C) of the Code (to the extent a Foreign Lender is not the beneficial owner and an United States Internal Revenue Service Form W-8IMY accompanied by other Forms W-8 is delivered by such Foreign Lender, the foregoing clauses shall be true and accurate for each applicable beneficial owner). Each Lender that is a U.S. Person on the Closing Date or purports to become an assignee of an interest pursuant to Section 12.6(a) 10.3 after the Closing Date (unless such Lender was 53/Mammoth – Credit Agreement already a Lender hereunder immediately prior to such assignment) shall execute and deliver to each of Borrower Borrowers and Administrative Agent (as Borrower Borrowers or Administrative Agent may reasonably request) on or before the date on which such Lender becomes a Lender under the Credit Agreement one or more properly and accurately completed United States Internal Revenue Service Form W-9. In addition, if a payment made to a Lender under any Loan Fundamental Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the IRCCode, as applicable), such Lender shall deliver to Borrower Borrowers and Administrative Agent at the time or times prescribed by Applicable Law and at such time or times reasonably requested by Borrower Borrowers or Administrative Agent such documentation prescribed by applicable Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the IRCCode) and such additional documentation reasonably requested by Borrower Borrowers or Administrative Agent as may be necessary for Borrower Borrowers and Administrative Agent to comply with their obligations under FATCA and to determine that such Lender Xxxxxx has complied with such Xxxxxx’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify Borrower and Agent in writing of its legal inability to do socertification.