Common use of Taxes Generally Clause in Contracts

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by any Lender's assets, net income, receipts or branch profits and (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto or transferring any interest in any Loan to the extent such Lender would not have been liable for such taxes (such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.

Appears in 1 contract

Samples: Credit Agreement (Equity One Inc)

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Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding the following (collectively, “Excluded Taxes”): (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent Agent, the Issuing Bank or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent Agent, the Issuing Bank or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by the Issuing Bank’s or any Lender's ’s assets, net income, receipts or branch profits and profits, (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto, (v) any taxes imposed by Sections 1471 through Section 1474 of the Internal Revenue Code (including any official interpretations thereof, collectively “FATCA”) on any “withholdable payment” payable to such recipient as a result of the failure of such recipient to satisfy the applicable requirements as set forth in FATCA after December 31, 2012 and (vi) in the case of a Foreign Lender (other than an assignee pursuant to a request by the Borrower under Section 4.6.), any withholding tax that is imposed on amounts payable to such Foreign Lender at the time such Foreign Lender becomes a party hereto (or transferring any interest in any Loan designates a new lending office) or is attributable to such Foreign Lender’s failure or inability (other than as a result of a Regulatory Change) to comply with Section 3.10.(c), except to the extent that such Foreign Lender would not have been liable for (or its assignor, if any) was entitled, at the time of designation of a new lending office (or assignment), to receive additional amounts from the Borrower with respect to such taxes withholding tax pursuant to Section 3.10.(c) (such non-excluded items all excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges other than Excluded Taxes, being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Credit Agreement (Equity Lifestyle Properties Inc)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by the Administrative Agent’s or any Lender's ’s assets, net income, receipts or branch profits and profits, (iv) any taxes to the extent that such tax would apply to the Administrative Agent or any Lender immediately prior to the Agreement Date or, in the case of an Eligible Assignee that becomes a Lender pursuant to Section 12.6., as of the date such Person becomes a Lender, (v) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto hereto, and (vi) any taxes imposed by Sections 1471 through 1474 of the Internal Revenue Code (including any current or transferring future regulations or official interpretations thereof and any interest agreements entered into pursuant to Section 1471(b)(1) of the Internal Revenue Code, collectively, “FATCA”) on any “withholdable payment” payable to such recipient as a result of the failure of such recipient to satisfy the applicable requirements as set forth in any Loan to the extent such Lender would not have been liable for such taxes FATCA (such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Term Loan Agreement (Realty Income Corp)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent Agent, the Issuing Bank or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent Agent, the Issuing Bank or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by the Issuing Bank’s or any Lender's ’s assets, net income, receipts or branch profits and profits, (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto or transferring hereto, (v) any interest in any Loan taxes that are United States withholding taxes imposed on amounts payable to such Lender at the time such Lender becomes a party to this Agreement, except to the extent that such Lender would not have been liable for Lender’s assignor or Participant’s assignor (if any) was entitled, at the time of assignment, to receive additional amounts from the Borrower with respect to such taxes pursuant to this paragraph and (vi) any U.S. Federal withholding taxes imposed under FATCA (such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Credit Agreement (DiamondRock Hospitality Co)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans Loan and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authorityGovernmental Authority, but excluding (i) taxes imposed on or measured by net income (however denominated), franchise taxes and branch profits taxes, in each case (iia) any taxes (other than withholding taxes) that would not be imposed but for as a connection between result of the Administrative Agent or a Lender being organized under the laws of, or having its principal office or, in the case of any Lender, its applicable Lending office located in, the jurisdiction imposing such tax (which for purposes or any political subdivision thereof) or (b) with respect to any Administrative Agent or a Lender, taxes imposed as a result of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) a present or former connection between such Administrative Agent or a Lender and the jurisdiction imposing such taxes tax (other than a connection connections arising solely by virtue of the activities of the from such Administrative Agent or such a Lender having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or in respect of this Agreement or enforced any other Loan Document, or sold or assigned an interest in the Loan, Loan Document or other Obligation); (ii) in the case of a Lender, U.S. federal withholding taxes imposed on amounts payable to or for the account of a Lender with respect to an applicable interest in the Loan or other Obligation pursuant to a law in effect on the date on which (a) such Lender acquires such interest in the Loan or other Obligation (other than pursuant to an assignment request by the Borrower under this Agreement), or (b) such Lender changes its designated Lending Office, except in each case to the extent that, pursuant to this Section 3.10, amounts with respect to such taxes were payable either to such Lender’s assignor immediately before such Lender became a party hereto or to such Lender immediately before it changed its designated Lending Office, (iii) any taxes imposed on attributable to an Administrative Agent’s or measured by any a Lender's assets, net income, receipts ’s failure to comply with Section 3.10(c); or branch profits and (iv) any taxes arising after U.S. federal withholding imposed by Sections 1471 through Section 1474 of the Agreement Date solely Internal Revenue Code of 1986 (the “Code”), as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto of this Agreement (or transferring any interest in amended or successor version that is substantively comparable and not materially more onerous to comply with) and any Loan to the extent such Lender would not have been liable for such taxes current or future regulations or official interpretations thereof (“FATCA”); such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Loan Agreement (Equity One, Inc.)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other governmental charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent Agent, the Issuing Bank or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent Agent, the Issuing Bank or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by the Issuing Bank’s or any Lender's ’s assets, net or gross income, receipts revenue, receipts, or profits (including “branch profits and profits”), (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto hereto, (v) any Excluded FATCA Tax and (vi) any taxes, deductions, withholdings or transferring any interest in any Loan other governmental charges to the extent imposed as a result of the failure of a Lender, a Participant or the Issuing Bank, as applicable, to provide and keep current (to the extent legally able) any certificates, documents or other evidence required to qualify for an exemption from, or reduced rate of, any such Lender would not have been liable for taxes, deductions, withholdings or other governmental charges or required by the immediately following subsection (c) to be furnished by such taxes Lender, Participant or the Issuing Bank, as applicable (such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly will (subject to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.subsection (b)):

Appears in 1 contract

Samples: Credit Agreement (RLJ Lodging Trust)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent Agent, the Issuing Bank or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent Agent, the Issuing Bank or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by the Issuing Bank’s or any Lender's ’s assets, net income, receipts or branch profits and profits, (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto or transferring and (v) any interest in any Loan taxes that are United States withholding taxes imposed on amounts payable to such Lender at the time such Lender becomes a party to this Agreement, except to the extent that such Lender would not have been liable for Lender’s assignor or Participant’s assignor (if any) was entitled, at the time of assignment, to receive additional amounts from the Borrower with respect to such taxes pursuant to this paragraph (such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Credit Agreement (DiamondRock Hospitality Co)

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Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authority, but excluding the following (collectively, “Excluded Taxes”): (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by any Lender's ’s assets, net income, receipts or branch profits and profits, (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto, (v) any taxes imposed by Sections 1471 through Section 1474 of the Internal Revenue Code (including any official interpretations thereof, collectively “FATCA”) on any “withholdable payment” payable to such recipient as a result of the failure of such recipient to satisfy the applicable requirements as set forth in FATCA after December 31, 2012 and (vi) in the case of a Foreign Lender (other than an assignee pursuant to a request by the Borrower under Section 4.6.), any withholding tax that is imposed on amounts payable to such Foreign Lender at the time such Foreign Lender becomes a party hereto (or transferring any interest in any Loan designates a new lending office) or is attributable to such Foreign Lender’s failure or inability (other than as a result of a Regulatory Change) to comply with Section 3.10.(c), except to the extent that such Foreign Lender would not have been liable for (or its assignor, if any) was entitled, at the time of designation of a new lending office (or assignment), to receive additional amounts from the Borrower with respect to such taxes withholding tax pursuant to Section 3.10.(c) (such non-excluded items all excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges other than Excluded Taxes, being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Term Loan Agreement (Equity Lifestyle Properties Inc)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other charges of any nature whatsoever imposed by any taxing authorityGovernmental Authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by net income (however denominated), franchise taxes and branch profits taxes, in each case (a) imposed as a result of the Administrative Agent, Issuing Bank or a Lender being organized under the laws of, or having its principal office or, in the case of any Lender's assets, net incomeits applicable Lending office located in, receipts the jurisdiction imposing such tax (or branch profits any political subdivision thereof) or (b) with respect to any Administrative Agent, Issuing Bank or a Lender, taxes imposed as a result of a present or former connection between such Administrative Agent, Issuing Bank or a Lender and the jurisdiction imposing such tax (other than connections arising from such Administrative Agent, Issuing Bank or a Lender having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan, Loan Document or other Obligation); (ii) in the case of the Issuing Bank or a Lender, U.S. federal withholding taxes imposed on amounts payable to or for the account of such Issuing Bank or a Lender with respect to an applicable interest in a Loan or other Obligation pursuant to a law in effect on the date on which (a) such Issuing Bank or Lender acquires such interest in the Loan or other Obligation (other than pursuant to an assignment request by the Borrower under this Agreement), or (b) such Lender changes its designated Lending Office, except in each case to the extent that, pursuant to this Section 3.10, amounts with respect to such taxes were payable either to such Lender’s assignor immediately before such Lender became a party hereto or to such Lender immediately before it changed its designated Lending Office, (iii) taxes attributable to an Administrative Agent’s, Issuing Bank’s or a Lender’s failure to comply with Section 3.10(c); or (iv) any taxes arising after U.S. federal withholding imposed by Sections 1471 through Section 1474 of the Agreement Date solely Internal Revenue Code of 1986 (the “Code”), as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto of this Agreement (or transferring any interest in amended or successor version that is substantively comparable and not materially more onerous to comply with) and any Loan to the extent such Lender would not have been liable for such taxes current or future regulations or official interpretations thereof (“FATCA”); such non-excluded items being collectively called "Taxes"). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.:

Appears in 1 contract

Samples: Credit Agreement (Equity One, Inc.)

Taxes Generally. All payments by the Borrower of principal of, and interest on, the Loans and all other Obligations shall be made free and clear of and without deduction for any present or future excise, stamp or other taxes, fees, duties, levies, imposts, charges, deductions, withholdings or other governmental charges of any nature whatsoever imposed by any taxing authority, but excluding (i) franchise taxes, (ii) any taxes (other than withholding taxes) that would not be imposed but for a connection between the Administrative Agent or a Lender (which for purposes of the exclusions in clauses (i)-(iv) of this Section 3.12(a), includes any Participant) and the jurisdiction imposing such taxes (other than a connection arising solely by virtue of the activities of the Administrative Agent or such Lender pursuant to or in respect of this Agreement or any other Loan Document), (iii) any taxes imposed on or measured by any Lender's ’s assets, net or gross income, receipts revenue, receipts, or profits (including “branch profits and profits”), (iv) any taxes arising after the Agreement Date solely as a result of or attributable to a Lender changing its designated Lending Office after the date such Lender becomes a party hereto hereto, (v) any Excluded FATCA Tax and (vi) any taxes, deductions, withholdings or transferring any interest in any Loan other governmental charges to the extent imposed as a result of the failure of a Lender or Participant, as applicable, to provide and keep current (to the extent legally able) any certificates, documents or other evidence required to qualify for an exemption from, or reduced rate of, any such taxes, deductions, withholdings or other governmental charges or required by the immediately following subsection (c) to be furnished by such Lender would not have been liable for such taxes or Participant, as applicable (such non-excluded items being collectively called "Taxes"” and such excluded items being collectively called the “Excluded Taxes”). If any withholding or deduction from any payment to be made by the Borrower hereunder is required in respect of any Taxes pursuant to any Applicable Law, then the Borrower will: pay directly will (subject to the relevant Governmental Authority the full amount required to be so withheld or deducted; promptly forward to the Administrative Agent an official receipt or other documentation satisfactory to the Administrative Agent evidencing such payment to such Governmental Authority; and pay to the Administrative Agent for its account or the account of the applicable Lender, as the case may be, such additional amount or amounts as is necessary to ensure that the net amount actually received by the Administrative Agent or such Lender will equal the full amount that the Administrative Agent or such Lender would have received had no such withholding or deduction been required.subsection (b)):

Appears in 1 contract

Samples: Term Loan Agreement (RLJ Lodging Trust)

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