Common use of Payments to Be Free and Clear Clause in Contracts

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of 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 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) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 4 contracts

Samples: Credit Agreement (CHS Inc), Credit Agreement (CHS Inc), Credit Agreement (CHS Inc)

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Payments to Be Free and Clear. Any and all payments by or on account of any obligation of the Borrower hereunder and under any Loan Document the other Credit Documents 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 Borrower applicable 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 SectionSection 2.16(a)) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Las Vegas Sands Corp), Revolving Credit Agreement (Las Vegas Sands Corp), Revolving Credit Agreement (Las Vegas Sands Corp)

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of 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 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 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) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 3 contracts

Samples: Term Loan Agreement (Allete Inc), Credit Agreement (Allete Inc), Term Loan Agreement (Allete Inc)

Payments to Be Free and Clear. Any and all payments All sums payable by or on account behalf of any obligation of Credit Party hereunder and under the Borrower under other Credit Documents shall (except to the extent required by law) be paid free and clear of, and without 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 Borrower applicable 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) the applicable Recipient Lender or Administrative Agent receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Gramercy Property Trust Inc.), Credit and Guaranty Agreement (Gramercy Property Trust Inc.)

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of the Borrower hereunder and under any Loan Document the other Credit Documents 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 Borrower applicable 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 SectionSection 2.16(a)) the applicable Recipient recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Revolving Credit Agreement (Las Vegas Sands Corp)

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of 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 the Borrower or the Administrative Agent) requires the deduction or withholding of any Tax from any such payment by a Withholding Agentpayment, then the applicable Withholding Agent Borrower or Administrative Agent, 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 applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the 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) the applicable Recipient recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Intercreditor Agreement (U.S. Well Services, Inc.)

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of the Borrower 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 TaxTax and if the applicable Lender has not exercised its discretion under the final sentence of Section 2.20(c)(i) by choosing not to complete, execute, or submit the relevant documentation, then the sum payable by the 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) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Covia Holdings Corp)

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Payments to Be Free and Clear. Any and all payments All sums payable by or on account of any obligation of the Borrower any Credit Party under any Loan Credit Document shall be made without deduction or withholding for any Taxes, (except as to the extent required by applicable law) be paid free and clear of, and without any deduction or withholding on account of, any Tax. If any applicable law (as determined in the good faith discretion of an applicable Withholding Agent) requires the deduction or withholding on account of any Tax from any such payment by a Withholding AgentTax, then (i) 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 andlaw, and (ii) if such Tax is an Indemnified Tax, then the sum payable by the Borrower any applicable Credit Party shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and or withholdings applicable to additional sums payable under this SectionSection 2.16) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Lease Agreement (OneWater Marine Inc.)

Payments to Be Free and Clear. Any and all payments by or on account of any obligation of 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 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 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) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.. Exhibit 10(b)2

Appears in 1 contract

Samples: Credit Agreement (Allete Inc)

Payments to Be Free and Clear. Any and all payments All sums payable by or on account behalf of any obligation of Credit Party under this Agreement and under the Borrower under other Credit Documents will be paid free and clear of, and without any Loan Document shall be made without deduction or withholding for on account of, 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 will be entitled to make such deduction or withholding and shall will 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 Borrower shall applicable Credit Party 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 SectionSection 2.18) the applicable Recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Inovalon Holdings, Inc.)

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