Common use of Payments Free of Taxes Clause in Contracts

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawApplicable Law. If any applicable law Applicable Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. Except as otherwise required by Law (a) Any as determined in the good faith discretion of the applicable Withholding Agent), any and all payments by or on account of any obligation of any Loan Party the Credit Parties hereunder or under any Loan other Credit Document shall be made free and clear of and without deduction reduction or withholding for any Taxes, except as ; provided that if the applicable Withholding Agent shall be required by applicable law. If any applicable law Law (as determined in the good faith discretion of an the applicable withholding agentWithholding Agent) requires the deduction to deduct or withholding of withhold any Tax Taxes from any such payment by a withholding agentpayments, then (i) if the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Tax in accordance with applicable law and, if such Tax question is an Indemnified Tax or an Other Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction all required deductions or withholding has withholdings have been made (including such deductions and or withholdings applicable to additional sums payable under this Section 2.173.01) the applicable Recipient Applicable Agent or Lender, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made, (ii) the applicable Withholding Agent shall make such deductions or withholdings and (iii) the applicable Withholding Agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable Law.

Payments Free of Taxes. Except as otherwise required by law (a) Any as determined in the good faith discretion of the applicable withholding agent), any and all payments by or on account of any obligation of any Loan Party the Credit Parties hereunder or under any Loan other Credit Document shall be made free and clear of and without deduction reduction or withholding for any Indemnified or Other Taxes, except as provided that if the applicable withholding agent shall be required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction to deduct or withholding of withhold any Tax Indemnified Taxes (including any Other Taxes) from any such payment by a withholding agentpayments, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then (i) the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction making all required deductions or withholding has been made withholdings (including such deductions and or withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made, (ii) the applicable withholding agent shall make such deductions or withholdings and (iii) the applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made free and clear without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable such Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of the Borrower or any Loan Party Guarantor under any Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any a withholding agent shall be required under applicable law (as determined in the good faith discretion of an by the applicable withholding agent) requires the deduction or withholding of to deduct any Tax Taxes from any such payment by a withholding agentpayments, then (i) the applicable withholding agent shall be entitled to make such deduction or deductions, (ii) the applicable withholding and agent shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, and (iii) if such Tax is an Indemnified Tax or Other Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made making all required deductions (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.03), the Administrative Agent or Lender (as the case may be) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding deductions been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a any applicable withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.15) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding for Indemnified Taxes has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.16) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of Holdings or any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by Holdings or the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of Parent or any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by Parent or the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings withholding applicable to additional sums payable under this Section 2.172.11) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Laws (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires require the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Laws and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.16) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Borrower Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Borrower Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.16) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party hereunder or under any other Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17subsection) the Administrative Agent or the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Credit Document shall be made free and clear of and without deduction reduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentpayment, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made making all required deductions (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Administrative Agent, Lender (or each of its beneficial owners) or other recipient, as the case may be, receives an amount equal to the sum it would have received had no such deduction or withholding deductions been made.

Payments Free of Taxes. (a) Any a)Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that that, after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 5.03), the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient Administrative Agent or Lender, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower hereunder or under any other Loan Document shall be made free and clear of and without deduction reduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) Law requires the deduction or withholding of any Tax from any such payment by a withholding agentpayment, then the applicable withholding agent Borrower, Administrative Agent, or any Guarantor, as applicable, shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with the applicable law Law and, if such Tax is an Indemnified Tax, then (i) the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made making all required deductions (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Administrative Agent or Lender(s), as the case may be, receives an amount equal to the sum it would have received had no such deduction or withholding deductions been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Borrower Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Borrower Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding for Indemnified Taxes has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.172.20) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding for Indemnified Taxes has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made...

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaws. If any applicable law Laws (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires require the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Laws and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under this Agreement or any other Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.15) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings for Indemnified Tax applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding for Indemnified Tax been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a such applicable withholding agent, then the such applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.9 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of the Borrowers and any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.19) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable such Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172 or Section 4 of this Addendum 1) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Laws (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Laws and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the Administrative Agent or the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Financing Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawGovernment Rules. If any applicable law Government Rule (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Government Authority in accordance with applicable law Government Rules and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.174.2) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan P1 Financing Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawGovernment Rules. If any applicable law Government Rule (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Government Authority in accordance with applicable law Government Rules and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.6) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan TCF Financing Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawGovernment Rules. If any applicable law Government Rule (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Government Authority in accordance with applicable law Government Rules and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.6) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party under any Loan Document shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.9 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.172.14) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Credit Parties hereunder or under any Loan other Credit Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of Applicable Law; provided that if an applicable withholding agent) requires the deduction Withholding Agent shall be required by Applicable Law to deduct or withholding of withhold any Tax Taxes from any such payment by a withholding agentpayment, then the applicable withholding agent such Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Applicable Law and, if such Tax is an Indemnified Tax (including any Other Tax), then the sum payable by the applicable Loan Party Credit Parties shall be increased as necessary so that after such deduction making all required deductions or withholding has been made withholdings (including such deductions and or withholdings applicable to additional sums payable under this Section 2.172.4) the applicable Recipient Lending Party receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient Administrative Agent, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document Obligation (other than the Warrant Obligations) shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party such Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.03) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Lender or Agent, as applicable, receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of the Borrower or any Loan Party Guarantor under any Loan Document shall be made free and ​ ​ clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any a withholding agent shall be required under applicable law (as determined in the good faith discretion of an by the applicable withholding agent) requires the deduction or withholding of to deduct any Tax Taxes from any such payment by a withholding agentpayments, then (i) the applicable withholding agent shall be entitled to make such deduction or deductions, (ii) the applicable withholding and agent shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, and (iii) if such Tax is an Indemnified Tax or Other Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made making all required deductions (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.03), the Administrative Agent or Lender (as the case may be) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding deductions been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that that, after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 5.03), the applicable Recipient receives an amount amounts received with respect to this agreement equal to the sum it which would have been received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.09 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient Administrative Agent or, Lender or L/C Issuer, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Seller or Mativ under any Loan Transaction Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Seller or Mativ shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.174.03) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Transaction Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Affected Party receives an amount equal to the sum it would have received had no such deduction or withholding been made.. For purposes of this Section, the term “applicable law” includes FATCA. (b)

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Seller or Kinetik under any Loan Transaction Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Seller or Kinetik shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.174.03) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation behalf of any Loan Party hereunder or under any other Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.01(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. Except as otherwise required by law (a) Any as determined in the good faith discretion of the applicable withholding agent), any and all payments by or on account of any obligation of any Loan Party the Credit Parties hereunder or under any Loan other Credit Document shall be made free and clear of and without deduction reduction or withholding for any Indemnified Taxes or Other Taxes, except as provided that if the applicable withholding agent shall be required by applicable law. If any applicable law (as determined in the good faith discretion of an the applicable withholding agent) requires the deduction to deduct or withholding of withhold any Tax Indemnified Taxes (including any Other Taxes) from any such payment by a withholding agentpayments, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then (i) the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction all required deductions or withholding has withholdings have been made (including such deductions and or withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Applicable Agent or Lender, as the case may be, receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made, (ii) the applicable withholding agent shall make such deductions or withholdings and (iii) the applicable withholding agent shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. (b)

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17paragraph (a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. (c)

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if law. If such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.172.18) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Credit Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party Obligor under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Obligor shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 2.7), the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. (b)

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under this Agreement or any other Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Borrower or any other Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any any(a) obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) ), the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (aII) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Entity in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.9 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawApplicable Law. If any applicable law Applicable Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings for Indemnified Tax applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding for Indemnified Tax been made.. −8−

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentany Withholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.17(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under this Agreement or any other Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.20) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with 82 applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.9 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Super Priority Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.173.1) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. (c)

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable 57 Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Transaction Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in 50 accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Affected Party receives an amount equal to the sum it would have received had no such deduction or withholding been made. For purposes of this Section, the term “applicable law” includes FATCA.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.18) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.6 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an 77 Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the Administrative Agent or the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Note Party under any Loan Transaction Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agenta Note Party or the Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentNote Party or the Agent, then the applicable withholding agent Note Party or the Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Note Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Agent or such Purchaser, as applicable, receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of Company or any Loan Party Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by Company or the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.17(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Facility Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaws. If any applicable law Laws (as determined in the good faith discretion of an the applicable withholding agentWithholding Agent) requires require the deduction or withholding of any Tax from any such payment by a withholding agentthe applicable Withholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding withholding, and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if Law. If such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 3.01), the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any DIP Loan Party under any DIP Loan Document shall be made without deduction or withholding for any TaxesTax, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of by an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable such DIP Loan Party shall be increased as necessary so that that, after such deduction or withholding has been made (including such deductions and withholdings any deduction or withholding applicable to additional sums payable under this Section 2.17) 2.18(a)), the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party athe Borrower under any Loan Credit Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.16) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.178.2(b)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the HoldCo Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party HoldCo Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.14) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party Borrowers hereunder or under any other Loan Document shall be made without deduction reduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrowers shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party Borrower under any Margin Loan Document Documentation shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentAdministrative Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentAdministrative Agent or Borrower, then the applicable withholding agent Administrative Agent or Borrower shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.08) the applicable Recipient each Lender or Agent receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable lawLaw. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority Official Body in accordance with applicable law Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.175.9 [Taxes]) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.; provided, however, that:

Payments Free of Taxes. (a) 3. Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Document shall be made without deduction or withholding for any Section 2.7 Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentthe Borrower) requires the deduction or withholding of any Section 2.7 Tax from any such payment by a withholding agentthe Borrower, then the applicable withholding agent Borrower shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Section 2.7 Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.172.7) the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings of Indemnified Taxes applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all All payments to be made hereunder or under any Loan Document by or on account of any obligation of any Loan Party under any Loan Document the Company shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law Applicable Law (including FATCA), as determined in the good faith discretion of an the applicable withholding agent) . If any Applicable Law requires the deduction or withholding of any Tax from any such payment by a withholding agentpayment, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Applicable Law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Company shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient Secured Party receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document or the Insurance Policy shall be made free and clear of and without deduction or withholding for any Taxes, except as required by applicable law. If an applicable Withholding Agent is required under any applicable law (as determined in the its good faith discretion of an applicable withholding agentdiscretion) requires the deduction to deduct or withholding of withhold any Tax from any such payment by a withholding agentpayments, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction deductions or withholding and withholdings, shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law andlaw, and if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made making all required deductions and withholdings (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 5.03), the applicable Recipient or Insurer receives an amount equal to the sum it would have received had no such deduction deductions or withholding withholdings been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the Administrative Agent or the applicable Recipient Lender receives an amount equal to the sum it would have received had no such deduction or withholding been made.. AMERICAS 94977503

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party the Borrower under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires the deduction or withholding of any Tax from any such payment by a withholding agent, then the applicable withholding agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.1710.13) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall will be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent shall Withholding Agent will be entitled to make such deduction or withholding and shall will timely pay the full amount deducted or withheld to the relevant Governmental Government Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall will be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17subsection 2.7B) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax ‑50‑ from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17Section) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding of Indemnified Taxes has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made free and clear of and without deduction reduction or withholding for any Taxes, except as required by applicable lawLaws. If any applicable law Law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentpayment, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law Laws and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that that, after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17) 2.08), the applicable Recipient Lending Party receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Payments Free of Taxes. (a) Any and all payments by or on account of any obligation of any Loan Credit Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agentWithholding Agent) requires the deduction or withholding of any Tax from any such payment by a withholding agentWithholding Agent, then the applicable withholding agent Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the applicable Loan Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17paragraph (a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. MRC Energy Company Credit Agreement