Common use of Changes in Tax Laws Clause in Contracts

Changes in Tax Laws. In the event that, subsequent to the initial advance under the Loan, (1) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3) compliance by Lender with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: (A) does or shall subject Lender to any tax of any kind whatsoever with respect to this Agreement or the other Loan Documents, or change the basis of taxation of payments to Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lender); or (B) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Lender of making or continuing the Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, then, in any such case, Borrower shall promptly pay to Lender, upon its demand, any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Lender with respect to this Agreement or the

Changes in Tax Laws. In the event that, subsequent to the initial advance under the LoanClosing Date, (1) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3) compliance by Agent or any Lender with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: (Aa) does or shall subject Agent or any Lender to any tax of any kind whatsoever with respect to this Agreement or Agreement, the other Loan DocumentsDocuments or the Loans made hereunder, or change the basis of taxation of payments to Agent or such Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Agent or such Lender); or (B) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Agent or any such Lender of making or continuing the Loan Loans hereunder, as the case may be, or to reduce any amount receivable hereunder, then, in any such case, Borrower shall promptly pay to Agent or such Lender, upon its demand, any additional amounts necessary to compensate Agent or such Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Agent or such Lender with respect to this Agreement or thethe other Loan Documents. If Agent or such Lender becomes entitled to claim any additional amounts pursuant to this subsection, it shall promptly notify Borrower of the event by reason of which Agent or such Lender has become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence submitted by Agent or such Lender to Borrower shall, absent manifest error, be final, conclusive and binding for all purposes.

Changes in Tax Laws. In the event that, subsequent to the initial advance under the LoanClosing Date, (1i) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2ii) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3iii) compliance by Lender with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: (A1) does or shall subject Lender to any tax of any kind whatsoever with respect to this Agreement or Agreement, the other Loan DocumentsDocuments or any Loans made hereunder, or change the basis of taxation of payments to Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lender); or (B2) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Lender of making or continuing the any Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, then, in any such case, Borrower Borrowers shall promptly pay to Lender, upon its demand, any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Lender with respect to this Agreement or thethe other Loan Documents. If Lender becomes entitled to claim any additional amounts pursuant to this subsection, it shall promptly notify Borrowers of the event by reason of which Lender has become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence submitted by Lender to Borrowers shall, absent manifest error, be final, conclusive and binding for all purposes.

Changes in Tax Laws. In the event that, subsequent to the initial advance under the Loan, (1) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3) compliance by Lender with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: (A) does or shall subject Lender to any tax of any kind whatsoever with respect to this Agreement or the other Loan Documents, or change the basis of taxation of payments to Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lender); or (B) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Lender of making or continuing the Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, then, in any such case, Borrower shall promptly pay to Lender, upon its demand, any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Lender with respect to this Agreement or thethe other Loan Documents. If Lender becomes entitled to claim any additional amounts pursuant to this subsection, it shall promptly notify Borrower of the event by reason of which Lender has become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence (including a calculation of such amounts) submitted by Lender to Borrower shall, absent manifest error, be final, conclusive and binding for all purposes.

Changes in Tax Laws. In the event that, subsequent to the initial advance under the Loan, Closing Date, (1i) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2ii) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3iii) compliance by a Lender with any request or directive (whether or not having the force of law) from any governmental authorityGovernmental Authority, agency or instrumentality: (A1) does or shall subject Lender to any tax of any kind whatsoever with respect to this Agreement or Agreement, the other Loan DocumentsDocuments or the Loan, or change the basis of taxation of payments to Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lender); or (B2) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Lender of making or continuing the any Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, ; then, in any such case, Borrower shall promptly pay to Lender, upon its notice and demand, any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as reasonably determined by Lender with respect to this Agreement or thethe other Loan Documents. If ▇▇▇▇▇▇ becomes entitled to claim any additional amounts pursuant to this subsection, it shall promptly notify Borrower of the event by reason of which ▇▇▇▇▇▇ has become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence submitted by ▇▇▇▇▇▇ to Borrower shall, absent manifest error, be final, conclusive and binding for all purposes.

Changes in Tax Laws. In the event that, subsequent to the initial advance under the LoanClosing Date, (1i) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2ii) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3iii) compliance by Lender Lenders with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: Governmental Authority (Ax) does or shall subject Lender Lenders to any tax of any kind whatsoever with respect to this Agreement or Agreement, the other Loan DocumentsDocuments or any Loans made hereunder, or change the basis of taxation of payments to Lender Lenders of principal, fees, interest or any other amount payable hereunder (except for net income taxes, taxes or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lendersuch taxes); or or (By) does or shall impose on Lender Lenders any other condition or increased cost in connection with the transactions contemplated hereby or participations hereinhereby; and the result of any of the foregoing is to increase the cost to Lender Lenders of making or continuing the any Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, as the case may be, then, in any such case, the Borrower shall promptly pay to LenderLenders, upon its demand, any additional amounts necessary to compensate LenderLenders, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Lender Lenders with respect to this Agreement or thethe other Loan Documents. If Lenders become entitled to claim any additional amounts pursuant to this Section 1.8(b), it shall promptly notify Borrower of the event by reason of which Lenders have become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence submitted by Lenders to Borrower shall, absent manifest error, be final, conclusive and binding for all purposes. There is no limitation on the number of times such a certificate may be submitted.

Changes in Tax Laws. In the event that, subsequent to the initial advance under the LoanClosing Date, (1i) any changes in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (2ii) any new law, regulation, treaty or directive enacted or any interpretation or application thereof, or (3iii) compliance by Lender with any request or directive (whether or not having the force of law) from any governmental authority, agency or instrumentality: (A1) does or shall subject Lender to any tax of any kind whatsoever with respect to this Agreement or Agreement, the other Loan DocumentsDocuments or any Loans made hereunder, or change the basis of taxation of payments to Lender of principal, fees, interest or any other amount payable hereunder (except for net income taxes, or franchise taxes imposed in lieu of net income taxes, imposed generally by federal, state or local taxing authorities with respect to interest or commitment fees or other fees payable hereunder or changes in the rate of tax on the overall net income of Lender); or (B2) does or shall impose on Lender any other condition or increased cost in connection with the transactions contemplated hereby or participations herein; and the result of any of the foregoing is to increase the cost to Lender of making or continuing the any Loan hereunder, as the case may be, or to reduce any amount receivable hereunder, then, in any such case, Borrower Borrowers shall promptly pay to Lender, upon its demand, any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount receivable, as determined by Lender with respect to this Agreement or thethe other Loan Documents. If Lender becomes entitled to claim any additional amounts pursuant to this subsection, it shall promptly notify Borrowers of the event by reason of which Lender has become so entitled. A certificate as to any additional amounts payable pursuant to the foregoing sentence submitted by Lender to Borrowers shall, absent manifest error, be presumptively correct and binding for all purposes.