Common use of Tax Redemption Clause in Contracts

Tax Redemption. If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. IfEach series of Notes is also redeemable by the Company, as a result in whole but not in part, at 100% of the principal amount of such Notes plus any change in or amendment accrued and unpaid interest (including any Additional Amounts) to the laws applicable Redemption Date at the Company’s option at any time prior to their maturity if, due to a Change in Tax Law (as defined below): (i) the Company or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective orGuarantor, in accordance with the case of a change in official position, is announced on or after the issuance terms of the Notesapplicable Notes or applicable Guarantee, the Issuer has, or the Guarantor (or any of their respective successors)would, as the case may be, is or will be become obligated to pay any Additional Tax Amount with respect Amounts to the Holders of the Notes of that series; (ii) in the case of any series thereof)Guarantor, and if (A) the Issuer or Parent would be unable, for reasons outside its control, to procure payment by the Guarantor (Company or any other Guarantor or (B) the procuring of their respective successors), as such payment by the case may be, determines that Company and each such other Guarantor would be subject to withholding Taxes imposed by a Relevant Taxing Jurisdiction; and (iii) such obligation cannot otherwise be avoided by such Guarantor, the Issuer Parent or the Guarantor (or any of their respective successors)Company, as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be. In such case, the Company may redeem the applicable Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ 30 nor more than 60 days’ notice as provided in Section 3.03, at 100% of the principal amount of such Notes plus accrued and unpaid interest to the Trustee and the Holders of such Notes, at the Redemption PriceDate (including Additional Amounts); provided, however, provided that (1i) no such notice of such tax redemption may shall be given earlier than 90 days prior to the earliest date on which the Issuer Company or the Guarantor (or their respective successors)such Guarantor, as the case may be, would, but for such redemption, would be obligated to pay any such Additional Tax Amounts were a payment on such in respect of the applicable Notes or applicable Guarantee, as applicable, then due, ; and (2ii) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The Company’s right to redeem the applicable Notes shall continue as long as the Company or any Guarantor is obligated to pay such Additional Amounts, notwithstanding that the Company or such Guarantor, as the case may be, shall have made payments of Additional Amounts. Prior to the giving of any such notice of redemption, the Company must deliver to the Trustee: (i) an Officer’s Certificate stating that the Company is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to the right of the Company to so redeem have occurred; and (ii) an opinion of independent counsel or an independent accountant of recognized standing, selected by the Company or any Guarantor, as applicable, with respect to tax matters of the Relevant Taxing Jurisdiction to the effect that the Company or such Guarantor has, or would, become obligated to pay such Additional Amounts as a result of such Change in Tax Law.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (either series of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any such series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount Amounts with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The notice of tax redemption shall be given by the Issuer or, at the Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

Tax Redemption. (a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount Amounts with respect to the Notes (of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such the Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such the Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The notice of tax redemption shall be given by the Issuer or, at the Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. If(a) The Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 calendar days’ prior written notice, mailed by first class mail to each Holder at its last address appearing in the Security Register, at 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the Notes or the Guarantees, any Additional Amounts as a result of any a change in in, or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position of any governmental authority, Taxing Authority, or regulatory authority regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; provided, that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsNotes), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee ; and the Holders of such Notes, at the Redemption Price; provided, howeverfurther, that (1) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2) at the time such notice is given, the Company’s or such Guarantor’s obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount Amounts with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 20 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The notice of tax redemption shall be given by the Issuer or, at the Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

Tax Redemption. If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such the Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such the Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 20 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rulings or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any change in an official position regarding the interpretation or application or interpretation of such laws, regulations rulings or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, position is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest up to but not including the Redemption PriceDate and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. IfThe Floating Rate Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 days' prior written notice, mailed by first class mail to each Holder at its last address appearing in the Register at 100% of the principal amount thereof plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the Floating Rate Notes or the Guarantees, any Additional Amounts as a result of any a change in in, or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; provided, that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsFloating Rate Notes), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee ; and the Holders of such Notes, at the Redemption Price; provided, howeverfurther, that (1i) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2ii) at the time such notice is given, the Company's or such Guarantor's obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing the Relevant Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (of any series thereof)of the Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any such series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest up to but not including the Redemption PriceDate and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing the Relevant Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (of any series thereof)of the Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any such series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official positioninterpretation or application, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. IfThe PIK Toggle Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 days’ prior written notice, mailed by first class mail to each Holder at its last address appearing in the Register at 100% of the principal amount thereof plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the PIK Toggle Notes or the Guarantees, any Additional Amounts as a result of any a change in in, or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; provided, that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsPIK Toggle Notes), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee ; and the Holders of such Notes, at the Redemption Price; provided, howeverfurther, that (1i) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2ii) at the time such notice is given, the Company’s or such Guarantor’s obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount Amounts with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 20 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. IfThe PIK Toggle Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 days' prior written notice, mailed by first class mail to each Holder at its last address appearing in the Register at 100% of the principal amount thereof plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the PIK Toggle Notes or the Guarantees, any Additional Amounts as a result of any a change in in, or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; provided, that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsPIK Toggle Notes), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee ; and the Holders of such Notes, at the Redemption Price; provided, howeverfurther, that (1i) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2ii) at the time such notice is given, the Company's or such Guarantor's obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rulings or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any change in an official position regarding the interpretation or application or interpretation of such laws, regulations rulings or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, position is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors)Issuer, as the case may bein its business judgment, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of or any series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest up to but not including the Redemption PriceDate and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing the Relevant Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official position, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (either series of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any such series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. (a) If, as a result of any amendment to, or change in or amendment to in, the laws (or any regulations rules or rulings promulgated regulation thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction therein affecting taxation or any amendment to or change in an official position regarding the interpretation or application or interpretation of such laws, regulations rules or rulingsregulations, which amendment or change of such laws, rules or amendment regulations becomes effective or, in the case of a change in official positioninterpretation or application, is announced on or after the issuance date of the Notesthis Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, is or will be obligated to pay any Additional Tax Amount Amount, with respect to the Notes (either series of any series thereof)Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, after taking measures it considers reasonable measures available to avoid it, then at the option of the Issuer or the Guarantor (or any of their respective successorsits successor), as the case may be, the Notes (of any such series thereof) may be redeemed in whole, but not in part, at any time, upon the on giving not less than 10 days’ 20 nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption PricePrice plus accrued and unpaid interest up to but not including the Redemption Date and any Additional Tax Amounts which would otherwise be payable; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successorsits successor), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. If(a) The Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 calendar days' prior written notice, mailed by first class mail to each Holder at its last address appearing in the register of Notes maintained by the Security Registrar, at 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the Notes or the Guarantees, any Additional Amounts as a result of any a change in in, or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; PROVIDED that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsNotes); and PROVIDED, as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, howeverFURTHER, that (1) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the 112 such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2) at the time such notice is given, the Company's or such Guarantor's obligation to pay such Additional Tax Amounts remains in effect.

Tax Redemption. If(a) The Notes are redeemable, in whole but not in part, at the option of the Company at any time, upon not less than 30 nor more than 60 calendar days' prior written notice, mailed by first class mail to each Holder at its last address appearing in the register of Notes maintained by the Security Registrar, at 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the Redemption Date, if the Company or any Guarantor is or would become obligated to pay, on the next date on which any amount would be payable with respect to the Notes or the Guarantees, any Additional Amounts as a result of any a change in or amendment to to, the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction Authority, or any political subdivision changes in, or taxing authority thereof or in amendment to, any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations laws or rulingsregulations, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of Issue Date; provided that the NotesCompany or such Guarantor determines, in its business judgment, that the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated obligation to pay any such Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation Amounts cannot be avoided by the Issuer or the Guarantor (or any use of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option Company or such Guarantor (not including substitution of the Issuer or obligor under the Guarantor (or any of their respective successorsNotes), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee ; and the Holders of such Notes, at the Redemption Price; provided, howeverfurther, that (1) no such notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer Company or the 112 such Guarantor (or their respective successors), as the case may be, would, would but for such redemption, redemption be obligated to pay such Additional Tax Amounts were or later than 270 days after the Company or such Guarantor first becomes liable to pay any Additional Amounts as a payment on such Notes then dueresult of any changes in or amendments to laws, regulations or official positions described above and (2) at the time such notice is given, the Company's or such Guarantor's obligation to pay such Additional Tax Amounts remains in effect.