Definition of Fee Withholding Taxes

Fee Withholding Taxes means any U.S. federal tax imposed on or with respect to any payments made to any Lender by the Borrower under Sections 2.10 and 2.16 of this Agreement or on account of any obligation of the Borrower under Sections 2.10 and 2.16, by Sections 871, 872, 881 and 882 and Sections 1441 through 1464 of the Internal Revenue Code, as of the date of this Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof, and any additions or penalties assessed thereupon.