Common use of No Setoff or Deductions; Taxes; Payments Clause in Contracts

No Setoff or Deductions; Taxes; Payments. The Parent shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent is compelled by law to make such deduction or withholding. If any such obligation (other than Excluded Taxes) is imposed upon the Parent with respect to any amount payable by it hereunder, the Parent will pay to such Lender Party, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable such Lender Party to receive the same net amount which such Lender Party would have received on such due date had no such obligation been imposed upon the Parent. The Parent will deliver promptly to the applicable Lender Party certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent hereunder. The obligations of the Parent under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

No Setoff or Deductions; Taxes; Payments. The Parent Each Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent is compelled by law to make such deduction or withholdingtherein. If any such obligation (other than Excluded Taxesone arising with respect to taxes based on or measured by the income or profits of the Lender) is imposed upon the Parent such Guarantor with respect to any amount payable by it hereunder, the Parent each Guarantor will pay to such Lender Partythe Lender, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable such Lender Party Agent and Lenders to receive the same net amount which such Lender Party Agent and Lenders would have received on such due date had no such obligation been imposed upon the Parentsuch Guarantor. The Parent Each Guarantor will deliver promptly to the applicable Lender Party Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantors hereunder. The obligations of the Parent Guarantors under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

No Setoff or Deductions; Taxes; Payments. The Parent Guarantor represents and warrants that it is organized and resident in the United States of America. The Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions restrictions, or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent Guarantor is compelled by law to make such deduction or withholding. If any such obligation (other than Excluded Taxesone arising with respect to franchises taxes or taxes based on or measured by the income or profits of the Secured Parties) is imposed upon the Parent Guarantor with respect to any amount payable by it hereunder, the Parent Guarantor will pay to such Lender Partythe Collateral Agent (for the benefit of the Secured Parties), on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable such Lender Party the Secured Parties to receive the same net amount which such Lender Party the Secured Parties would have received on such due date had no such obligation been imposed upon the ParentGuarantor. The Parent Guarantor will deliver promptly to the applicable Lender Party Collateral Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantor hereunder. The obligations of the Parent Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

No Setoff or Deductions; Taxes; Payments. The Parent Subject to Section 5.9, each Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent is compelled by law to make such deduction or withholdingtherein. If any such obligation (other than one arising with respect to any Excluded TaxesTax) is imposed upon the Parent such Guarantor with respect to any amount payable by it hereunder, the Parent each Guarantor will pay to such Lender PartyAgent or Lenders, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars Dollars as shall be necessary to enable such Lender Party the Agent and Lenders to receive the same net amount which such Lender Party the Agent and Lenders would have received on such due date had no such obligation been imposed upon the Parentsuch Guarantor. The Parent Each Guarantor will deliver promptly to the applicable Lender Party Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantors hereunder. The obligations of the Parent Guarantors under this paragraph shall survive the payment in full Full Payment of the Guaranteed Obligations and termination Obligations. For the avoidance of doubt, this GuarantySection 11.5 shall not apply to Taxes that are governed by Section 5.1.

No Setoff or Deductions; Taxes; Payments. The Parent Guarantor represents and warrants that it is organized and resident in the United States of America. The Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature Taxes now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent Guarantor is compelled by law to make such deduction or withholding. If any such obligation (other than one arising with respect to Excluded Taxes) is imposed upon the Parent Guarantor with respect to any amount payable by it hereunder, the Parent Guarantor will pay to such the applicable Lender Party, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable such Lender Party to receive the same net amount which such Lender Party would have received on such due date had no such obligation been imposed upon the ParentGuarantor. The Parent Guarantor will deliver promptly to the applicable such Lender Party certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantor hereunder. The obligations of the Parent Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

No Setoff or Deductions; Taxes; Payments. The Parent Guarantor represents and warrants that it is organized and resident in the United States of America. The Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent Guarantor is compelled by law to make such deduction or withholding. If any such obligation (other than Excluded Taxesone arising with respect to taxes based on or measured by the income or profits of a Lender Party) is imposed upon the Parent Guarantor with respect to any amount payable by it hereunder, the Parent Guarantor will pay to such the applicable Lender Party, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable such Lender Party to receive the same net amount which such Lender Party would have received on such due date had no such obligation been imposed upon the ParentGuarantor. The Parent Guarantor will deliver promptly to the applicable such Lender Party certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantor hereunder. The obligations of the Parent Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

No Setoff or Deductions; Taxes; Payments. The Parent Subject to Section 5.9, each Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Parent is compelled by law to make such deduction or withholdingtherein. If any such obligation (other than one arising with respect to any Excluded TaxesTax) is imposed upon the Parent such Guarantor with respect to any amount payable by it hereunder, the Parent each Guarantor will pay to such Lender PartyAgent or Lenders, on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars Dollars as shall be necessary to enable such Lender Party the Agent and Lenders to receive the same 128 net amount which such Lender Party the Agent and Lenders would have received on such due date had no such obligation been imposed upon the Parentsuch Guarantor. The Parent Each Guarantor will deliver promptly to the applicable Lender Party Agent certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Parent Guarantors hereunder. The obligations of the Parent Guarantors under this paragraph shall survive the payment in full Full Payment of the Guaranteed Obligations and termination Obligations. For the avoidance of doubt, this GuarantySection 11.5 shall not apply to Taxes that are governed by Section 5.9 or Section 5.12, as applicable.