Common use of Taxes and Other Taxes Clause in Contracts

Taxes and Other Taxes. A. Any and all payments by the Company hereunder or under any of the other Loan Documents shall be made free and clear of and without deduction or withholding for any and all present or future Taxes, unless such Taxes are required by law or the administration thereof to be deducted or withheld and excluding (a) in the case of each Lender, Taxes imposed on its net income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States or any political subdivision thereof (all such nonexcluded Taxes being hereinafter referred to as "Covered Taxes"). If the Company shall be required by Law or the administration thereof to deduct or withhold any Covered Taxes from or in respect of any sum payable hereunder or under any other Loan Documents, the sum payable shall be increased as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional amounts paid under this paragraph), the Lender receives an amount equal to the sum it would have received if no such deduction or withholding had been made; (b) the Company shall make such deductions or withholdings; and (c) the Company forthwith shall pay the full amount deducted or withheld to the relevant taxation or other authority in accordance with applicable Law.

Appears in 20 contracts

Samples: Senior Secured Loan Agreement (RBF Finance Co), Senior Secured Loan Agreement (RBF Finance Co), Senior Secured Loan Agreement (RBF Finance Co)

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Taxes and Other Taxes. A. Any and all (1) All payments to the Lender by the Company hereunder or Borrower under any of the other Loan Documents shall be made free and clear of and without deduction or withholding for any and all present taxes, levies, imposts, deductions, charges or future Taxeswithholdings and all related liabilities (all such taxes, levies, imposts, deductions, charges, withholdings and liabilities being referred to as "TAXES") imposed by Canada or the United States of America (or any political subdivision or taxing authority of it), unless such Taxes are required by applicable law or the administration thereof to be deducted or withheld and excluding (a) in the case of each Lender, Taxes imposed on its net income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States or any political subdivision thereof (all such nonexcluded Taxes being hereinafter referred to as "Covered Taxes")withheld. If the Company Borrower shall be required by Law or the administration thereof applicable law to deduct or withhold any Covered such Taxes from or in respect of any sum amount payable hereunder or under any other of the Loan DocumentsDocuments except, as provided in the sum next sentence, (i) the amount payable shall be increased (and for greater certainty, in the case of interest, the amount of interest shall be increased) as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to any additional amounts paid under this paragraphSection 11.7(1), the Lender receives an amount equal to the sum it amount they would have received if no such deduction or withholding had been made; , (bii) the Company Borrower shall make such deductions or withholdings; , and (ciii) the Company forthwith Borrower shall immediately pay the full amount deducted or withheld to the relevant taxation or other authority Governmental Entity in accordance with applicable Lawlaw.

Appears in 2 contracts

Samples: Loan Agreement (Cantel Medical Corp), Loan Agreement (Cantel Medical Corp)

Taxes and Other Taxes. A. (a) Any and all payments to the Banks by the Company Guarantor hereunder or under any of the other Loan Documents shall be made free and clear of and without deduction or withholding for any and all present or future taxes, levies, imposts, deductions, charges or withholdings, and liabilities with respect thereto, excluding, in the case of each Bank, taxes imposed on its net income and all capital, franchise and other business-related taxes imposed by any jurisdiction under any law to which such Bank is subject or by the United States (or any political subdivision or taxing authority thereof or therein) (all such non-excluded taxes, levies, imposts, deductions, charges, withholdings and liabilities being hereinafter referred to as "Taxes"), unless such Taxes are required by law or the administration thereof to be deducted or withheld and excluding (a) in the case of each Lender, Taxes imposed on its net income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States or any political subdivision thereof (all such nonexcluded Taxes being hereinafter referred to as "Covered Taxes")withheld. If the Company Guarantor shall be required by Law law or the administration thereof to deduct or withhold any Covered such Taxes from or in respect of any sum payable hereunder or under any other Loan Documentsand, subject as provided in the next following sentence, (i) the sum payable shall be increased as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional amounts paid under this paragraph), the Lender receives applicable Banks receive an amount equal to the sum it they would have received if no such deduction or withholding had been made; (bii) the Company Guarantor shall make such deductions or withholdings; and (ciii) the Company Guarantor forthwith shall pay the full amount deducted or withheld to the relevant taxation or other authority in accordance with applicable Lawlaw.

Appears in 2 contracts

Samples: Cit Group Inc, Cit Group Inc

Taxes and Other Taxes. A. (a) Any and all payments by the Company and deposits required to be made hereunder or under any of instrument delivered hereunder by the other Loan Documents Seller and/or the Collection Agent (if the Seller or appointed by the Seller) shall be made free and clear of and without deduction or withholding for any and all present or future Taxestaxes, unless such Taxes are required by law levies, imposts, deductions, charges or the administration thereof to be deducted or withheld withholdings, and all liabilities with respect thereto, excluding (a) in the case of each Lender, Taxes taxes imposed on its net income and all income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States or and any political subdivision subdivisions thereof (all such nonexcluded Taxes non-excluded taxes, levies, imposts, deductions, charges, withholdings and liabilities being hereinafter referred to as "Covered Taxes"). If the Company Seller and/or the Collection Agent (if the Seller or appointed by the Seller) shall be required by Law or the administration thereof law to deduct or withhold any Covered Taxes from or in respect of any sum payable required to be paid or deposited hereunder or under any other Loan Documentsinstrument delivered hereunder, the (i) such sum payable shall be increased as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional amounts sums required to be paid or deposited under this paragraph)Section 2.13) the amount received by the relevant Affected Person, the Lender receives an amount or otherwise deposited hereunder or under such instrument, shall be equal to the sum it which would have been so received if or deposited had no such deduction or withholding had deductions been made; , (bii) the Company Seller or the Collection Agent (as appropriate) shall make such deductions or withholdings; and (ciii) the Company forthwith Seller or the Collection Agent (as appropriate) shall pay the full amount deducted or withheld to the relevant taxation authority or other authority in accordance with applicable Lawlaw.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Snap on Inc), Purchase and Sale Agreement (Snap on Inc)

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Taxes and Other Taxes. A. Any Except as provided in this Section 10.19, any and all payments by the Company Borrower hereunder or under any of the other Loan Documents shall be made free and clear of and without deduction or withholding for any and all present or future Taxes, unless such Taxes are required by law or the administration thereof to be deducted or withheld and excluding (ai) in the case of each LenderLender and the Collateral Agent, Taxes imposed on its net income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States which such Person is organized or any political subdivision thereof thereof, (ii) in the case of each such Lender, any Taxes that are in effect and that would apply to a payment to such Person, as applicable, as of the Closing Date, and (iii) if any Person acquires any interest in this Agreement (a "Transferee"), any Taxes to the extent that they are in effect and would apply to a payment to such Transferee as of the date of the acquisition of such interest, as the case may be (all such nonexcluded Taxes being hereinafter referred to as "Covered Taxes"). If the Company Borrower shall be required by Law or the administration thereof to deduct or withhold any Covered Taxes from or in respect of any sum payable hereunder or under any other Loan DocumentsDocument, (a) unless such requirement results from the failure of the payee to perform its obligations under Section 10.2E, the sum payable shall be increased as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional amounts paid under this paragraph), the Lender receives an amount equal to the sum it would have received if no such deduction or withholding had been made; (b) the Company Borrower shall make such deductions or withholdings; and (c) the Company Borrower forthwith shall pay the full amount deducted or withheld to the relevant taxation or other authority in accordance with applicable Law.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Renaissance Cosmetics Inc /De/)

Taxes and Other Taxes. A. (a) Any and all payments by the Company hereunder or under any of the other Loan Documents shall be made free and clear of and without deduction or withholding for any and all present or future Taxes, unless such Taxes are required by law or the administration thereof to be deducted or withheld and excluding (a1) in the case of each LenderLender and the Agent, Taxes imposed on its net income and franchise taxes or taxes on gross receipts and capital imposed on it by the jurisdiction under the laws of the United States which such Person is organized or any political subdivision thereof thereof, (2) in the case of each such Lender and the Agent, any Taxes that are in effect and that would apply to a payment to such Person, as applicable, as of the Closing Date, and (3) if any Person acquires any interest in this Agreement (a “Transferee”), any Taxes to the extent that they are in effect and would apply to a payment to such Transferee as of the date of the acquisition of such interest, as the case may be (all such nonexcluded Taxes being hereinafter referred to as "Covered Taxes"). If the Company shall be required by Law or the administration thereof to deduct or withhold any Covered Taxes from or in respect of any sum payable hereunder or under any other Loan DocumentsDocument, (A) the sum payable shall be increased as may be necessary so that after making all required deductions or withholdings (including deductions or withholdings applicable to additional amounts paid under this paragraph), the Lender receives an amount equal to the sum it would have received if no such deduction or withholding had been made; (bB) the Company shall make such deductions or withholdings; and (cC) the Company forthwith shall pay the full amount deducted or withheld to the relevant taxation or other authority in accordance with applicable Law.

Appears in 1 contract

Samples: Bridge Loan (Equinix Inc)

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