Passport Scheme Clause Samples

The Passport Scheme clause establishes a framework that allows certain rights, permissions, or approvals granted in one jurisdiction to be recognized and accepted in other participating jurisdictions without the need for separate applications. In practice, this means that if a party has obtained authorization or certification under the scheme in one country, they can operate or offer services in other countries that are part of the scheme, subject to compliance with local requirements. The core function of this clause is to streamline cross-border operations, reduce administrative burdens, and facilitate easier market access by eliminating the need for redundant regulatory approvals.
Passport Scheme. Without limiting the foregoing, and in relation to the HMRC DT Treaty Passport Scheme: (A) A Lender which becomes a party to this Agreement on the Closing Date that holds a passport under the HMRC DT Treaty Passport Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Loan Party) by including its scheme reference number opposite such ▇▇▇▇▇▇’s name on its respective signature page to this Agreement. (B) Where a Lender includes the indication described in subsection (A) above, the applicable Loan Party shall, if such Lender is a Lender under a Loan made available to the applicable Loan Party, file a duly completed form DTTP-2 (or such alternative form as may be specified by the United Kingdom HM Revenue & Customs from time to time, a “DTTP-2 Form”) in respect of such Lender with the United Kingdom HM Revenue & Customs within thirty (30) days of the Closing Date and shall promptly provide the Lender with a copy of that filing. (C) A new Lender that holds a passport under the HMRC DT Treaty Passport Scheme shall include an indication to that effect (for the benefit of the Administrative Agent and without liability to any Loan Party) in the Assignment and Assumption or other documentation which it executes to become a Lender by including its scheme reference number in such documentation. (D) Where a new Lender includes the indication described in subsection (C) of this Section 3.01(j)(iii) in the relevant Assignment and Assumption or other documentation which it executes to become a Lender, the applicable Loan Party shall, if such Lender becomes a Lender under a Loan which is made available to the applicable Loan Party, file a duly completed DTTP-2 Form in respect of such Lender with the United Kingdom HM Revenue & Customs within 30 days of the date on which the new Lender becomes a party to this Agreement and shall promptly provide the Lender with a copy of that filing.
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Passport Scheme. Any Purchaser or other holder of a Note who holds a passport under the HMRC DT Treaty Passport Scheme (the “Scheme”), and who wishes the Scheme to apply to this Guarantee Deed, shall notify the Guarantors (in accordance with Section 9 hereof) of its Scheme reference number and its jurisdiction of tax residence. Such notice shall be deemed to have been given by each Purchaser or other holder of a Note to the extent such information is listed on Schedule B to the Agreement or has been subsequently provided to the Company (whether in connection with the purchase of a Note from another holder after the date of the Closing or otherwise). At the time any Guarantor is called to act on the guarantee provided hereunder in accordance with the terms of this Guarantee Deed, such Guarantor shall file a duly completed DTTP2 in respect of each such holder that has provided such notice (or has been deemed to have provided such notice) with HMRC and shall provide each such holder with a copy of that filing, provided that such notice is given to such Guarantor prior to the 30th “working day” (as defined in the Scheme) following the date such Guarantor is so called to act under this Guarantee Deed. For the avoidance of doubt, a Guarantor shall not be liable for any loss or damage to a holder of Notes if the completed DTTP2 is not filed by a Guarantor within 30 working days of the date a Guarantor is called to act under this Guarantee Deed as a result of a default or delay of the holder. It shall thereafter be the sole responsibility of the holder of any Note to comply with the Terms and Conditions (other than the Terms and Conditions for which the Guarantor is or the Company was responsible) including without limitation renewing its passport from time to time and notifying HMRC of any material change to its form or circumstances.
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Passport Scheme. Any Purchaser or other holder of a Note who holds a passport under the HMRC DT Treaty Passport Scheme, and that wishes the scheme to apply to this Agreement, shall irrevocably include an indication to that effect by including its scheme reference number and its jurisdiction of tax residence in its Purchaser Schedule (or, in the case of any transferee of a Note, in the information provided to the Company pursuant to Section 14.2). Where a holder of a Note has included its HMRC DT Treaty Passport Scheme reference number and its jurisdiction of tax residence in the Purchaser Schedule or in the information provided to the Company pursuant to Section 14.2, the Company shall file a duly completed form DTTP2 in respect of such holder with HMRC at least thirty (30) days prior to the first date on which interest is to be paid to the relevant holder (or, in the case of any transferee of a Note, at least thirty (30) days prior to the first date on which interest is to be paid to the transferee) and shall provide such holder with a copy of that filing. It shall thereafter be the sole responsibility of the holder of any Note to comply with the Terms and Conditions (other than the Terms and Conditions for which the Company is responsible), including, without limitation, renewing its passport from time to time and notifying HMRC of any material change to its form or circumstances. Atlantica Yield plc Note Purchase Agreement
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Passport Scheme. Any Purchaser or other holder of a Note who holds a passport under the HMRC DT Treaty Passport Scheme, and which wishes the scheme to apply to this Agreement, shall irrevocably include an indication to that effect by including its scheme reference number and its jurisdiction of tax residence in Schedule B (or, in the case of any transferee of a Note, in the information provided to the Company pursuant to Section 14.2(a)). Where a holder of a Note has included its HMRC DT Treaty Passport Scheme reference number and its jurisdiction of tax residence in Schedule B or in the information provided to the Company pursuant to Section 14.2(a), the Company shall file a duly completed form DTTP2 in respect of such holder with HMRC no later than 30 days prior to the first interest payment date under the Notes (or, in the case of any transferee of a Note, within 30 days of completion of the transfer thereof) and shall provide such holder with a copy of that filing. It shall thereafter be the sole responsibility of the holder of any Note to comply with the Terms and Conditions (other than the Terms and Conditions for which the Company is responsible), including, without limitation, renewing its passport from time to time and notifying HMRC of any material change to its form or circumstances.
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Related to Passport Scheme

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