Common use of Withholding Tax Exemption Clause in Contracts

Withholding Tax Exemption. The Bank agrees to deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, in either case certifying whether the Bank is entitled to receive payments under this Agreement and the Note without deduction or withholding of any United States Federal income taxes. The Bank further undertakes to deliver to the Company two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the Company, in each case certifying whether the Bank is entitled to receive payments under this Agreement and the Note without deduction or withholding of any United States Federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the Bank from duly completing and delivering any such form with respect to it and the Bank advises the Company that it is not capable of receiving payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not organized under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Agent two (2) duly completed copies of the appropriate United States Internal Revenue Service Form 1001 or 4224, in either case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal of America federal income taxes. The Each Bank which so delivers such a form further undertakes to deliver to the Company Borrower and Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal of America federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Agent that it is not capable of receiving such payments without any deduction or withholding of United States of America federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to Parent and the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 42244224 (or any substitute or replacement thereof), certifying in either case certifying whether the that such Bank is entitled to receive payments from any Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers such a form further undertakes to deliver to Parent and the Company Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by Parent or the CompanyAgent, in each case certifying whether the that such Bank is entitled to receive payments from any Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises Parent and the Company Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not ------------------------- incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Borrower and the Company Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Administrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Borrower and the Company Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Bank agrees to deliver At least five Domestic Business Days prior to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before first date on which interest or fees first become are payable hereunder for the account of the any Bank, each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees that it will deliver to each of the Borrower and the Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 W-8 (including Form W-8BEN or 4224W-8EC1), certifying in either case certifying whether the that such Bank is entitled to receive payments under this Agreement and the Note Notes without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form W-8BEN or W-8EC1 further undertakes to deliver to each of the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments under this Agreement and the Note Notes without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated or otherwise formed under the Laws of the U.S. or a state thereof agrees that it will, prior to or on or about the Closing Date or the date upon which it becomes a party to this Agreement, deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Administrative Agent two (2) duly completed copies of United States U.S. Internal Revenue Service Form 1001 1001, 4224 or 4224W-8, as appropriate, certifying in either any case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes. The Each Bank which so delivers a Form 1001, 4224 or W-8 further undertakes to deliver to the Company Borrower and Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Administrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes, unless an event (including without limitation any change in treaty, law Law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States U.S. federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrowers and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrowers under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Borrowers and the Company Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrowers or the Administrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrowers under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrowers and the Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Borrower and the Company Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not organized under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Agent two (2) duly completed copies of the appropriate United States Internal Revenue Service Form 1001 or 4224, in either case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers such a Form further undertakes to deliver to the Company Borrower and Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not organized under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 42244224 (or a successor form), certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to Parent and the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from Parent under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Parent and the Company Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by Parent or the CompanyAgent, in each case certifying whether the that such Bank is entitled to receive payments from Parent under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises Parent and the Company Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not organized under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 CREDIT AGREEMENT - PAGE 22 30 or 42244224 (or a successor form), certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including including, without limitation limitation, any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not organized under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Agent two (2) duly completed copies of the appropriate United States Internal Revenue Service Form 1001 or 4224, in either case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal of America federal income taxes. The Each Bank which so delivers such a form further undertakes to deliver to the Company Borrower and Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal of America federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which CREDIT AGREEMENT, Page 29 renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Agent that it is not capable of receiving such payments without any deduction or withholding of United States of America federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated or otherwise formed under the Laws of the U.S. or a state thereof agrees that it will, prior to or on or about the Closing Date or the date upon which it becomes a party to this Agreement, deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Administrative Agent two (2) duly completed copies of United States U.S. Internal Revenue Service Form 1001 1001, 4224 or 4224W-8, as appropriate, certifying in either any case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes. The Each Bank which so delivers a Form 1001, 4224 or W-8 further undertakes to deliver to the Company Borrower and Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Administrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes, unless an event (including without limitation any change in treaty, law Law or regulation) has occurred prior to the the. date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States U.S. federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrowers and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrowers under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrowers and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrowers or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrowers under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrowers and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the Bank advises the Company that it is not capable of receiving payments without any deduction or withholding of United States federal income tax.and

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 42244224 (or a successor form), certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law law, or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank that so delivers a Form 1001 or 4224 further undertakes to deliver to Borrower and the Company Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to Borrower and the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Administrative Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document, without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to Borrower and the Company Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by Borrower or the CompanyAdministrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises Borrower and the Company Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is notincorporated or otherwise formed under the Laws of the U.S. or a state thereof agrees that it will, prior to or on or about the Closing Date or the date upon which it becomes a party to this Agreement, deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Administrative Agent two (2) duly completed copies of United States U.S. Internal Revenue Service Form 1001 1001, 4224 or 4224W-8, as appropriate, certifying in either any case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes. The Each Bank which so delivers a Form 1001, 4224 or W-8 further undertakes to deliver to the Company Borrower and Administrative Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Administrative Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes, unless an event (including without limitation any change in treaty, law Law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Administrative Agent that it is not capable of receiving such payments without any deduction or withholding of United States U.S. federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated or otherwise formed under the Laws of the U.S. or a state thereof agrees that it will, prior to or on or about the Closing Date or the date upon which it becomes a party to this Agreement, deliver to the Company (if it has not already done so or if the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Borrower and Agent two (2) duly completed copies of United States U.S. Internal Revenue Service Form 1001 1001, 4224 or 4224W-8, as appropriate, certifying in either any case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes. The Each Bank which so delivers a Form 1001, 4224 or W-8 further undertakes to deliver to the Company Borrower and Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or Agent, in each case certifying whether the that such Bank is entitled to receive payments from Borrower under this Agreement and the Note any Loan Paper without deduction or withholding of any United States Federal U.S. federal income taxes, unless an event (including without limitation any change in treaty, law Law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and Agent that it is not capable of receiving such payments without any deduction or withholding of United States U.S. federal income tax.

Withholding Tax Exemption. The Each Bank that is not incorporated under the laws of the United States of America or a state thereof agrees to that it will deliver to the Company (if it has not already done so or if Borrower and the same have expired or become obsolete), at least three (3) Business Days before interest or fees first become payable hereunder for the account of the Bank, Agent two (2) duly completed copies of United States Internal Revenue Service Form 1001 or 4224, certifying in either case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes. The Each Bank which so delivers a Form 1001 or 4224 further undertakes to deliver to the Company Borrower and the Agent two (2) additional copies of such form (or a successor form) on or before the date that such form expires or becomes obsolete or after the occurrence of any event requiring a change in the most recent form so delivered by it, and such amendments thereto or extensions or renewals thereof as may be reasonably requested by the CompanyBorrower or the Agent, in each case certifying whether the that such Bank is entitled to receive payments from the Borrower under this Agreement and the Note any Loan Document without deduction or withholding of any United States Federal federal income taxes, unless an event (including without limitation any change in treaty, law or regulation) has occurred prior to the date on which any such delivery would otherwise be required which renders all such forms inapplicable or which would prevent the such Bank from duly completing and delivering any such form with respect to it and the such Bank advises the Company Borrower and the Agent that it is not capable of receiving such payments without any deduction or withholding of United States federal income tax.