No Deductions; Increased Costs Clause Samples
No Deductions; Increased Costs. (a) To the extent set forth in clauses (b) and (c) below, all “Sums Payable Hereunder” shall be paid in full, without any deduction or withholding whatsoever. For purposes of this Section 2.07, “Sums Payable Hereunder” shall mean amounts payable by the Fund hereunder, whether of fees, expenses or otherwise (but excluding any sums payable with respect to VRDP Shares of liquidation preference or dividends whether in connection with a Failed Remarketing Condition —Purchased VRDP Shares Redemption or otherwise).
No Deductions; Increased Costs. (a) Except as otherwise required by law, each payment by the Account Party and the Guarantor to the Bank under this Agreement or any other Account Party Agreement shall be made without setoff or counterclaim and without withholding for or on account of any present or future taxes (other than overall net income taxes on the Bank imposed by any jurisdiction having control of the Bank) imposed by or within the jurisdiction in which the Account Party or the Guarantor is domiciled, any jurisdiction from which the Account Party or the Guarantor makes any payment hereunder, or (in each case) any political subdivision or taxing authority thereof or therein. If any such withholding is so required, the Account Party or the Guarantor, as the case may be, shall make the withholding, pay the amount withheld to the appropriate governmental authority before penalties attach thereto or interest accrues thereon and forthwith pay such additional amount as may be necessary to ensure that the net amount actually received by the Bank free and clear of such taxes (including such taxes on such additional amount) is equal to the amount which the Bank would have received had such withholding not been made. If the Bank pays any amount in respect of any such taxes, penalties or interest, the Account Party and the Guarantor shall reimburse the Bank for that payment on demand in the currency in which such payment was made. If the Account Party or the Guarantor pays any such taxes, penalties or interest, it shall deliver official tax receipts evidencing that payment or certified copies thereof to the Bank on or before the thirtieth day after payment.
(b) If any change in or adoption of any law, treaty, regulation, guideline or directive, or any new or modified interpretation of any of the foregoing by any authority or agency charged with the administration or interpretation thereof or any central bank or other fiscal, monetary or other authority having jurisdiction over the Bank or the transactions contemplated by this Agreement (whether or not having the force of law) shall:
(i) limit the deductibility of interest on funds obtained by the Bank to pay any of its liabilities or subject the Bank to any tax, duty, charge, deduction or withholding on or with respect to payments relating to the Bonds, the Letter of Credit or this Agreement, or any amount paid or to be paid by the Bank as the issuer of the Letter of Credit (other than any tax measured by or based upon the overall net income ...
No Deductions; Increased Costs. The provisions of Section 2.15 and Section 2.17 of the Credit Agreement, as well as the related defined terms contained therein, are hereby incorporated herein by reference with the same effect as if such provisions and defined terms were set forth herein in their entirety.
No Deductions; Increased Costs. (a) To the extent set forth in clauses (b) and (c) below, all “Sums Payable Hereunder” shall be paid in full, without any deduction or withholding whatsoever. For purposes of this Section 2.07, “Sums Payable Hereunder” shall mean amounts payable by the Fund hereunder (or under any agreement referenced herein or part of a common transaction herewith), whether of fees, expenses or otherwise (but excluding any sums payable with respect to LEARS of liquidation preference or dividends whether in connection with a Failed Remarketing Condition —Purchased LEARS Redemption or otherwise).
No Deductions; Increased Costs. Break Funding Payments 52 Section 8.2. Right of Setoff; Other Collateral 53 Section 8.3. Indemnity; Expenses 54 Section 8.4. Obligations Absolute 55 Section 8.5. Liability of the Issuing Bank 56 Section 8.6. Participants 58 Section 8.7. Assignment and Assumption 59 Section 8.8. Survival of this Agreement 61 Section 8.9. Modification of this Agreement 61 Section 8.10. Waiver of Rights by the Banks 62 Section 8.11. Severability. 62 Section 8.12. Governing Law. 62 Section 8.13. Notices. 62 -3- Section 8.14. Successors and Assigns. 65 Section 8.15. Taxes and Expenses. 65 Section 8.16. Headings 69 Section 8.17. [Reserved] 69 Section 8.18. Entire Agreement 69 Section 8.19. Government Regulations 69 Section 8.20. Submission to Jurisdiction; Waiver of Jury Trial 69 Section 8.21. Confidentiality 70 Section 8.22. No Advisory or Fiduciary Responsibility 71 Section 8.23. Execution in Counterparts 71 Section 8.24. Interest Rate Limitation 72 Section 8.25. Acknowledgment and Consent to Bail-In of EEA Financial Institutions 72 I Ownership II Bank Notice Addresses A Form of Letter of Credit B Form of Compliance Certificate C-1 through C-4 Forms of U.S. Tax Certificates D Form of Pledge Agreement -4- REIMBURSEMENT AGREEMENT, dated as of March 15, 2012 (this “Agreement”), is among SOUTH JERSEY INDUSTRIES, INC., a New Jersey corporation (the “Applicant”), the Banks party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association, as the Issuing Bank and as Administrative Agent.
No Deductions; Increased Costs. 13 Section 2.5. Interest on Overdue Amounts...............................14 Section 2.6. Payments..................................................14 Section 2.7. Pledged Bonds.............................................15 Section 2.8. Collateral Account........................................15 Section 2.9.
No Deductions; Increased Costs. 16 Section 6.2. Indemnity, Costs, Expenses and Taxes ...........................18 Section 6.3. Obligations Absolute ...........................................18 Section 6.4.