Common use of Minimum Interest Clause in Contracts

Minimum Interest. The rates of interest provided for in this Agreement, including, without limitation, in this Section 3.1, are minimum interest rates. When entering into this Agreement, the parties have assumed that the interest payable at the rates set out in this Section 3.1 or in other sections of this Agreement is not and will not become subject to Swiss Withholding Tax. Notwithstanding that the parties do not anticipate that any payment of interest will be subject to Swiss Withholding Tax, they agree that, in the event that Swiss Withholding Tax should be imposed on interest payments by an obligor and if Section 4.7(a) is unenforceable for any reason, the payment of interest due by such obligor shall be increased to an amount which (after making any deduction of the Non-refundable Portion (as defined below) of Swiss Withholding Tax) results in a payment to each Lender entitled to such payment of an amount equal to the payment which would have been due had no deduction of Swiss Withholding Tax been required. For this purpose, the Swiss Withholding Tax shall be calculated on the full grossed-up interest amount. For the purposes of this Section 3.1(i), “Non-refundable Portion” of Swiss Withholding Tax shall mean Swiss Withholding Tax at the standard rate (being, as at the date hereof, 35 per cent.) unless a tax ruling issued by the Swiss Federal Tax Administration confirms that, in relation to a specific Lender based on an applicable double tax treaty, the Non-refundable Portion is a specified lower rate in which case such lower rate shall be applied in relation to such Lender. If requested by a Lender, the relevant obligor shall provide to Administrative Agent the documents required by law or applicable double taxation treaties for the Lenders to prepare claims for the refund of any Swiss Withholding Tax so deducted.

Minimum Interest. The rates of interest provided for in this Agreement, including, without limitation, in this Section 3.1, are minimum interest rates. When entering into this Agreement, the parties have assumed that the interest payable at the rates set out in this Section 3.1 or in other sections of this Agreement is not and will not become subject to Swiss Withholding Tax. Notwithstanding that the parties do not anticipate that any payment of interest will be subject to Swiss Withholding Tax, they agree that, in the event that Swiss Withholding Tax should be imposed on interest payments by an obligor and if Section 4.7(a) is unenforceable for any reason, the payment of interest due by such obligor shall be increased to an amount which (after making any deduction of the Non-refundable Portion (as defined below) of Swiss Withholding Tax) results in a payment to each Lender entitled to such payment of an amount equal to the payment which would have been due had no deduction of Swiss Withholding Tax been required. For this purpose, the Swiss Withholding Tax shall be calculated on the full grossed-up interest amount. For the purposes of this Section 3.1(i), “Non-refundable Portion” of Swiss Withholding Tax shall mean Swiss Withholding Tax at the standard rate (being, as at the date hereof, 35 per cent.) unless a tax ruling issued by the Swiss Federal Tax Administration confirms that, in relation to a specific Lender based on an applicable double tax treaty, the Non-refundable Portion is a specified lower rate in which case such lower rate shall be applied in relation to such Lender. If requested by a Lender, the relevant obligor shall provide to the Administrative Agent the documents required by law or applicable double taxation treaties for the Lenders to prepare claims for the refund of any Swiss Withholding Tax so deducted.

Minimum Interest. The rates of interest provided for in this Agreement, including, without limitation, in limitation this Section 3.12.2 Interest on the Loans, are minimum interest rates. When entering into this Agreement, the parties Parties have assumed that the interest payable at the rates set out in this Section 3.1 2.2 or in other sections of this Agreement is not and will not become subject to Swiss Withholding Tax. Notwithstanding that the parties Parties do not anticipate that any payment of interest will be subject to Swiss Withholding Tax, they agree that, in the event that Swiss Withholding Tax should be imposed on interest payments by an obligor Obligor and if Section 4.7(a) 2.7 C. Withholding of Taxes is unenforceable for any reason, the payment of interest due by such obligor Obligor shall be increased to an amount which (after making any deduction of the Non-refundable Portion (as defined below) of Swiss Withholding Tax) results in a payment to each Lender entitled to such payment of an amount equal to the payment which would have been due had no deduction of Swiss Withholding Tax been required. For this purpose, the Swiss Withholding Tax shall be calculated on the full grossed-up interest amount. For the purposes of this Section 3.1(i)2.2.I, “Non-refundable Portion” Portion of Swiss Withholding Tax shall mean Swiss Withholding Tax at the standard rate (being, as at the date hereof, 35 per cent.) unless a tax ruling issued by the Swiss Federal Tax Administration confirms that, in relation to a specific Lender based on an applicable double tax treaty, the Nonnon-refundable Portion portion is a specified lower rate in which case such lower rate shall be applied in relation to such Lender. If requested by a Lender, the relevant obligor Obligor shall provide to the Administrative Agent the documents required by law or applicable double taxation treaties for the Lenders to prepare claims for the refund of any Swiss Withholding Tax so deducted.

Minimum Interest. The interest rates of interest provided for in this AgreementAgreement with respect to any Swiss Loan Party, including, without limitation, in including this Section 3.1, 2.6 are minimum interest rates. When entering into this Agreement, the parties have assumed that the interest payable at the rates set out in this Section 3.1 2.6 or in other sections Sections of this Agreement is not and will not become subject to Swiss Withholding Tax. Notwithstanding that the parties do not anticipate that any payment of interest will be subject to Swiss Withholding Tax, they agree agree, subject to Section 16.2(f) that, in the event that Swiss Withholding Tax should be is imposed on interest payments by an obligor and if Section 4.7(a) is unenforceable for any reasonpayments, the payment of interest due by such obligor a Swiss Loan Party shall be increased to an amount which (after making any deduction of the Non-refundable Refundable Portion (as defined below) of the Swiss Withholding Tax) results in a payment to each Lender entitled to such payment of an amount equal to the payment which would have been due had no deduction of the Swiss Withholding Tax been required. For this purpose, the Swiss Withholding Tax shall be calculated on the full grossed-up interest amount. For the purposes of this Section 3.1(i)Section, “"Non-refundable Refundable Portion” of Swiss Withholding Tax " shall mean the Swiss Withholding Tax at the standard rate (being, as at the date hereof, 35 per cent.35%) unless a tax ruling issued by the Swiss Federal Tax Administration confirms that, in relation to a specific Lender based on an applicable double tax treaty, the Non-refundable Refundable Portion is a specified lower rate rate, in which case such lower rate shall be applied in relation to such Lender. If requested by a Lender, the relevant obligor The Lenders shall provide to Administrative the Swiss Loan Parties all reasonably requested information, and otherwise reasonably cooperate, to obtain such Swiss tax ruling. Each Swiss Loan Party shall provide to Agent the documents required by law or applicable double taxation treaties for the Lenders to prepare claims for the claim a refund of any Swiss Withholding Tax so deducted.

Minimum Interest. The rates of interest provided for in this Agreement, including, without limitation, in this Section 3.1, are minimum interest rates. When By entering into this Agreement, the parties Parties have assumed that the interest payable at the rates set out in this Section 3.1 or in other sections of this Agreement hereunder is not and will not become subject to any Tax deduction. All payments due under this Agreement or any other Loan Document, including, without limitation, the rate of interest as calculated in accordance with this Section 2.07, have been computed as minimum payments net of any deduction for or on account of Swiss Withholding Tax (if any) imposed on interest payments. If it is required under Swiss law to make any deduction for Taxes for or on account of the Swiss Withholding Tax from any amount payable or paid by any Swiss Borrower on account of interest hereunder and if Section 3.01(a) is unenforceable for any reason in respect of such Swiss Withholding Tax. Notwithstanding , the respective interest payment shall be increased as necessary to ensure that the parties do net amounts received by the Administrative Agent, any Lender or the L/C Issuer under a Loan Document after such deduction is equal to the full amount which the Administrative Agent, any Lender or the L/C Issuer would have received had the interest payments not anticipate been subject to such deduction and such Swiss Borrower shall make such deduction on the recalculated interest. To the extent that any payment of interest will be payable by a Swiss Borrower under this Agreement becomes subject to Swiss Withholding Tax, they agree that, each relevant Lender and each Swiss Borrower shall promptly co-operate in completing any procedural formalities (including submitting forms and documents required by the event appropriate Tax authority) to the extent possible and necessary for that Swiss Withholding Tax should Borrower to ensure that the Lender can claim the benefits of an applicable double taxation agreement. A Swiss Borrower shall not be imposed on interest payments by required to make an obligor and if increased payment to a Lender under this Section 4.7(a2.07(d) is unenforceable for any reason, or Section 3.01(a) in connection with the payment of interest due by such obligor shall be increased to an amount which (after making any deduction of the Non-refundable Portion (as defined below) of Swiss Withholding Tax) results in , if a payment to each Lender entitled to such payment of an amount equal to Swiss Borrower has breached the payment which would have been due had no deduction of Swiss Withholding Tax been required. For this purpose, the Swiss Withholding Tax shall be calculated on the full grossed-up interest amount. For the purposes of this Section 3.1(i), “Ten Non-refundable Portion” Bank Rule as a direct consequence of Swiss Withholding Tax shall mean Swiss Withholding Tax at such Lender (i) not complying with its obligations under Section 10.06 or (ii) breaching the standard rate (being, as at the date hereof, 35 per centrepresentation required to be given by it under Section 3.01(e)(xii).) unless a tax ruling issued by the Swiss Federal Tax Administration confirms that, in relation to a specific Lender based on an applicable double tax treaty, the Non-refundable Portion is a specified lower rate in which case such lower rate shall be applied in relation to such Lender. If requested by a Lender, the relevant obligor shall provide to Administrative Agent the documents required by law or applicable double taxation treaties for the Lenders to prepare claims for the refund of any Swiss Withholding Tax so deducted.