Common use of Withholding of Taxes; Gross-Up Clause in Contracts

Withholding of Taxes; Gross-Up. Each payment by any Loan Party under any Loan Document shall be made without withholding for any Taxes, unless such withholding is required by any law or applicable practice of any Taxing Authority. If any applicable withholding agent determines, in its sole discretion exercised in good faith, that it is so required to withhold Taxes, then such withholding agent may so withhold and shall timely pay the full amount of withheld Taxes to the relevant Taxing Authority in accordance with applicable law. If any such Taxes are Indemnified Taxes, then the amount payable by the applicable Loan Party shall be increased as necessary so that, net of such withholding (including any such withholding applicable to additional amounts payable under this Section 2.17), the Applicable Administrative Agent or applicable Lender receives the amount it would have received had no such withholding been made.

Appears in 2 contracts

Samples: Credit Agreement (Levi Strauss & Co), Credit Agreement (Levi Strauss & Co)

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Withholding of Taxes; Gross-Up. Each payment by or on account of any Loan Credit Party under any Loan Credit Document shall be made without withholding for any Taxes, unless such withholding is required by any law or applicable practice of any Taxing Authoritylaw. If any applicable withholding agent Withholding Agent determines, in its sole discretion exercised in good faith, that it is so required to withhold Taxes, then such withholding agent Withholding Agent may so withhold and shall timely pay the full amount of withheld Taxes to the relevant Taxing Governmental Authority in accordance with applicable law. If any such Taxes are Indemnified Taxes, then the amount payable by the applicable Loan Party such Credit Party, subject to Section 9.21, shall be increased as necessary so that, net of such withholding (including any such withholding applicable to additional amounts payable under this Section 2.17), the Applicable Administrative Agent or applicable Lender Recipient receives the amount it would have received had no such withholding been made.

Appears in 1 contract

Samples: Credit Agreement (Welbilt, Inc.)

Withholding of Taxes; Gross-Up. Each payment by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, unless such withholding is except as required by any law or applicable practice of any Taxing Authoritylaw. If any an applicable withholding agent Withholding Agent determines, in its sole discretion exercised in good faith, that it is so required to deduct or withhold Taxes, then such withholding agent Withholding Agent may so deduct or withhold and shall timely pay the full amount of deducted or withheld Taxes to the relevant Taxing Governmental Authority in accordance with applicable law. If any such Taxes are Indemnified Taxes, then the amount payable by the applicable such Loan Party shall be increased as necessary so that, net of such deduction or withholding (including any such withholding deductions or withholdings applicable to additional amounts payable under this Section 2.17Section), the Applicable Administrative Agent or applicable Lender Recipient receives the amount it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Revolving Credit Agreement (Marathon Petroleum Corp)

Withholding of Taxes; Gross-Up. Each payment by or on behalf of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, unless such withholding is required by any law or applicable practice of any Taxing Authoritylaw. If any applicable withholding agent Withholding Agent determines, in its sole discretion exercised in good faith, that it is so required to withhold Taxes, then such withholding agent Withholding Agent may so withhold and shall timely pay the full amount of withheld Taxes to the relevant Taxing Governmental Authority in accordance with applicable law. If any such Taxes are Indemnified Taxes, then the amount payable by the applicable such Loan Party shall be increased as necessary so that, net of such deduction or withholding (including any such withholding applicable to additional amounts payable under this Section 2.17Section), the Applicable Administrative Agent or applicable Lender Recipient receives the amount it would have received had no such withholding been made.

Appears in 1 contract

Samples: Credit Agreement (Grindr Inc.)

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Withholding of Taxes; Gross-Up. Each payment by or on account of any Loan Credit Party under this Agreement or any Loan Credit Document shall be made free and clear of and without withholding or deduction for any Taxes, unless such withholding or deduction is required by any law or applicable practice of any Taxing Authoritylaw. If any applicable withholding agent Withholding Agent determines, in its sole discretion exercised in good faith, that it is so required to withhold Taxes, then such withholding agent Withholding Agent may so withhold and shall timely pay the full amount of withheld Taxes to the relevant Taxing Governmental Authority in accordance with applicable law. If any such Taxes are Indemnified Taxes, then the amount payable by the applicable Loan such Credit Party shall be increased as necessary so that, net of such withholding (including any such withholding applicable to additional amounts payable under this Section 2.17Section), the Applicable Administrative Agent or applicable Lender Recipient receives the amount it would have received had no such withholding been made.

Appears in 1 contract

Samples: Credit Agreement (Molex Inc)

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