Agent Documentation Clause Samples
The Agent Documentation clause requires the agent to maintain and provide specific records or documents related to their activities under the agreement. Typically, this includes keeping accurate logs of transactions, communications, or actions taken on behalf of the principal, and making these records available for inspection upon request. This clause ensures transparency and accountability, allowing the principal to verify the agent’s compliance and performance, and helps resolve disputes by providing a clear record of the agent’s conduct.
Agent Documentation. Any Agent that is entitled to an exemption from or reduction of withholding Tax with respect to payments of Obligations shall deliver to Borrowers properly completed and executed documentation reasonably requested by Borrowers as will permit such payments to be made without or at a reduced rate of withholding. In addition, any Agent, if reasonably requested by a Borrower, shall deliver such other documentation prescribed by Applicable Law or reasonably requested by such Borrower as will enable such Borrower to determine whether or not such Agent is subject to backup withholding or information reporting requirements and to satisfy any such information reporting requirements. Without limiting the foregoing, if any Borrower is a U.S. Person, any Agent that is a U.S. Person shall deliver to Borrowers on or prior to the date on which such Agent becomes an Agent hereunder, from time to time thereafter upon reasonable request of Borrowers and pursuant to Section 5.9.4, executed originals of IRS Form W-9, certifying that such Agent is exempt from U.S. federal backup withholding Tax
Agent Documentation. (a) Unless the Agent notifies the Company in writing that it does not require Schedule 17 (US Withholding Agent) to apply, which notification shall be irrevocable, the Parties hereby agree to comply with the provisions of Schedule 17 (US Withholding Agent).
(b) Any replacement or successor Agent that is not a US Person shall deliver, on or prior to the date that it becomes a party to this Agreement, to the Obligors’ Agent and each US Obligor, two (2) duly completed original copies of IRS Form W-8IMY (or successor form) certifying that it is either:
(i) a qualified intermediary and that it assumes primary withholding responsibility under Chapters 3 and 4 of the Internal Revenue Code and primary Form 1099 reporting and backup withholding responsibility for payments it receives for the account of others; or
(ii) a U.S. branch and that the payments it receives for the account of others are not effectively connected with the conduct of a trade or business in the United States, and that it is using such form as evidence of its agreement with any US Obligor to be treated as a US Person with respect to such payments (and such US Obligor and the Agent agree to so treat the Agent as a US Person with respect to such payments as contemplated by US Treasury Regulations Section 1.1441-1(b)(2)(iv)(A)), with the effect that such US Obligor can make payments to the Agent without deduction or withholding of any Taxes imposed by the United States.
Agent Documentation. Agent that is entitled to an exemption from or reduction of withholding Tax with respect to payments of Obligations shall deliver to Borrower properly completed and executed documentation reasonably requested by Borrower as will permit such payments to be made without or at a reduced rate of withholding. In addition, Agent, if reasonably requested by Borrower, shall deliver such other documentation prescribed by Applicable Law or reasonably requested by Borrower as will enable Borrower to determine whether or not Agent is subject to backup withholding or information reporting requirements and to satisfy any such information reporting requirements. Without limiting the foregoing, if Borrower is a U.S. Person, Agent that is a U.S. Person shall deliver to Borrower on or prior to the date on which Agent becomes Agent hereunder, from time to time thereafter upon reasonable request of Borrower and pursuant to Section 5.2.4, executed originals of IRS Form W-9, certifying that Agent is exempt from U.S. federal backup withholding Tax.
Agent Documentation. On or before the date Cortland becomes the Agent hereunder, it shall (and any successor or replacement Agent shall, on or before the date on which it becomes the Agent hereunder), deliver to the Borrower two duly executed originals of either (i) IRS Form W-9, or (ii) IRS Form W-8ECI (with respect to any payments to be received on its own behalf) and IRS Form W-8IMY (for all other payments), establishing that the Borrower can make payments to the Agent without deduction or withholding of any Taxes imposed by the United States, including Taxes imposed under FATCA.