Common use of Certain Rules Relating to the Payment of Additional Amounts Clause in Contracts

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 or 2.15 shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded Taxes.

Appears in 10 contracts

Samples: Credit Agreement (L 3 Communications Corp), Credit Agreement (L 3 Communications Corp), Subsidiary Guarantee Agreement (L 3 Communications Corp)

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Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection Section 2.14 or 2.15 shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts taxes giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded Taxes.

Appears in 4 contracts

Samples: Credit Agreement (L 3 Communications Holdings Inc), Credit Agreement (L 3 Communications Holdings Inc), Credit Agreement (Southern California Microwave Inc)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, request and at the expense, expense of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 Section 3.9 or 2.15 3.10 shall reasonably afford the Borrower the opportunity to contest, and shall reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' attorney's and accountants' accountant's fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 3 contracts

Samples: Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 Section 4.10 or 2.15 4.11, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (Raci Holding Inc)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 5.8 or 2.15 5.9, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Non- Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall -------- not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (CDW Holding Corp)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 Section 2.8 or 2.15 2.12 shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts giving rise to such payment; provided provided, that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTaxes or other amounts.

Appears in 1 contract

Samples: Bridge Loan Agreement (L 3 Communications Corp)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 or 2.15 shall shall, at the option of such Lender, either (A) forego payment of such additional amount from the Borrower or (B) reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts taxes giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable out-of- pocket costs, including attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded Taxes.

Appears in 1 contract

Samples: Credit Agreement (P&l Coal Holdings Corp)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 9.13 or 2.15 9.14, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender -------- shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (Dynatech Corp)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Section 9.15 Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 9.14 or 2.15 9.15, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Section 9.15 Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Section 9.15 Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Section 9.15 Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Term Credit Agreement (Acterna Corp)

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Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the applicable Borrower, each Lender to which any of the Borrower Borrowers is required to pay any additional amount pursuant to subsection 2.14 4.10 or 2.15 4.11, and any Participant in respect of whose participation such payment is required, shall reasonably afford the such Borrower the opportunity to contest, and reasonably cooperate with the such Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall not be required to afford the such Borrower the opportunity to so contest unless the such Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the such Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the such Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (Imagex Com Inc)

Certain Rules Relating to the Payment of Additional Amounts. (a) 5.11.1. Upon the request, and at the expense, of the BorrowerBorrowers, each Lender to which the any Borrower is required to pay any additional amount pursuant to subsection 2.14 or 2.15 Section 5.10, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower Borrowers the opportunity to contest, and reasonably cooperate with the Borrower Borrowers in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower Borrowers the opportunity to so contest unless the Borrower Borrowers shall have confirmed in writing to such Lender its their obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower Borrowers shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower Borrowers in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (Remington Arms Co Inc/)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 4.10 or 2.15 4.11, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; , provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Securities Purchase Agreement (RBX Corp)

Certain Rules Relating to the Payment of Additional Amounts. (a) 5.11.1. Upon the request, and at the expense, of the BorrowerBorrowers, each Lender to which the any Borrower is required to pay any additional amount pursuant to subsection 2.14 or 2.15 Section 5.10, and any Participant in respect of whose participation such payment is required, shall reasonably afford the Borrower Borrowers the opportunity to contest, and reasonably cooperate with the Borrower Borrowers in contesting, the imposition of any Non-Excluded Taxes or other amounts Tax giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower Borrowers the opportunity to so contest unless the Borrower Borrowers shall have confirmed in writing to such Lender its their obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower Borrowers shall reimburse such Lender for its reasonable attorneys' ’ and accountants' ’ fees and disbursements incurred in so cooperating with the Borrower Borrowers in contesting the imposition of such Non-Excluded TaxesTax.

Appears in 1 contract

Samples: Credit Agreement (Remington Arms Co Inc/)

Certain Rules Relating to the Payment of Additional Amounts. (a) Upon the request, and at the expense, of the Borrower, each Lender to which the Borrower is required to pay any additional amount pursuant to subsection 2.14 or 2.15 shall shall, at the option of such Lender, either (A) forego payment of such additional amount from the Borrower or (B) reasonably afford the Borrower the opportunity to contest, and reasonably cooperate with the Borrower in contesting, the imposition of any Non-Excluded Taxes or other amounts giving rise to such payment; provided that (i) such Lender shall not be required to afford the Borrower the opportunity to so contest unless the Borrower shall have confirmed in writing to such Lender its obligation to pay such amounts pursuant to this Agreement and (ii) the Borrower shall reimburse such Lender for its reasonable out-of-pocket costs, including attorneys' and accountants' fees and disbursements incurred in so cooperating with the Borrower in contesting the imposition of such Non-Excluded Taxes.

Appears in 1 contract

Samples: Credit Agreement (Peabody Energy Corp)

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