FACILITY A LENDER BECOMING NON-RESIDENT Clause Samples

FACILITY A LENDER BECOMING NON-RESIDENT. If a Facility A Lender becomes a non-resident of Canada as defined in the INCOME TAX ACT (Canada), it shall promptly notify the Administrative Agent and the Borrower, and if the Borrower unknowingly made payments to such Facility A Lender that should have been subject to withholding taxes prior to such notice, such Facility A Lender shall repay the amount that should have been so withheld to the Borrower to be paid to the appropriate taxation authority. Following such notice, the Facility A Lender in question shall have one of the following options in connection with its Facility A Commitment: (a) to permit the Borrower to deduct and pay the applicable withholding tax to the appropriate taxation authority for so long as it is such a non-resident; or (b) to require that the Borrower replace it as a Facility A Lender within 15 Business Days from such notice, failing which its Facility A Commitment will be cancelled, and the Facility A Commitment hereunder will be permanently reduced by an equal amount.