Common use of Payments and Taxes Accounts and Calculations Clause in Contracts

Payments and Taxes Accounts and Calculations. 10.1 No set-off or counterclaim; distribution to the Banks Subject to clauses 10.5 and 10.6, all payments to be made by the Borrowers under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) at such bank as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) may from time to time specify for this purpose. Save where this Agreement and/or the Security Documents provide for a payment to be made for the account of a particular Bank (including, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Bank concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Agent shall forthwith distribute such payments in like funds as are received by the Agent to the Banks rateably in accordance with their Commitments or Contributions, as the case may be.

Payments and Taxes Accounts and Calculations. 10.1 No set9.1 NO SET-off or counterclaimOFF OR COUNTERCLAIM; distribution to the Banks Subject to clauses 10.5 and 10.6, all DISTRIBUTION TO THE BANKS All payments to be made by the Borrowers Obligors under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 9.5, free and clear of any deductions or withholdings, withholdings (except to the extent required by law) in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent at such bank in the principal financial centre of the currency concerned or, in the case of euros, Brussels, as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent may from time to time specify for this purpose. Save where this Agreement and/or the Security Documents provide provides for a payment to be made for the account of the Agent (for its own account), the Arrangers, the Security Trustee, the Working Capital Bank or a particular Bank (includingBank, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Agent, the Arrangers, the Working Capital Bank, the Bank concerned, or for the account of the Swingline Bank concerned or the Overdraft BankSecurity Trustee (as the case may be), payments to be made by the Borrowers any Obligor under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Agent shall forthwith distribute such payments in like funds as are received by the Agent to the Banks rateably in accordance with their Commitments or Contributions, as the case may be.

Payments and Taxes Accounts and Calculations. 10.1 No set8.1 NO SET-off or counterclaimOFF OR COUNTERCLAIM; distribution to the Banks Subject to clauses 10.5 and 10.6, all DISTRIBUTION TO THE BANKS All payments to be made by the Borrowers Borrower under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5, free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) payment is due on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent at such bank in such place as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent may from time to time specify for this purpose, in the case of Sterling, in immediately available funds, and, in any other case, in such funds as may be generally accepted for settlement of transactions of this kind. Save where this Agreement and/or the Security Documents provide provides for a payment to be made for the account of a particular Bank (includingFinance Party, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Bank relevant Finance Party concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers Borrower under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Agent shall forthwith distribute such payments in like funds as are received by the Agent to the Banks rateably in accordance with their Commitments or Contributions, as the case may be. Such distribution by the Agent shall be good discharge to the Borrower.

Payments and Taxes Accounts and Calculations. 10.1 No set8.1 NO SET-off or counterclaimOFF OR COUNTERCLAIM; distribution to the Banks Subject to clauses 10.5 and 10.6, all DISTRIBUTION TO THE BANKS All payments to be made by the Borrowers any Borrower under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5, free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) payment is due on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent at such bank in such place as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Agent may from time to time specify for this purpose, in the case of Sterling, in immediately available funds, and, in any other case, in such funds as may be generally accepted for settlement of transactions of this kind. Save where this Agreement and/or the Security Documents provide provides for a payment to be made for the account of a particular Bank (includingFinance Party, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Bank relevant Finance Party concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers any Borrower under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Agent shall forthwith distribute such payments in like funds as are received by the Agent to the Banks rateably in accordance with their Commitments or Contributions, as the case may be. Such distribution by the Agent shall be good discharge to any such Borrower.

Payments and Taxes Accounts and Calculations. 10.1 No set9.1 NO SET-off or counterclaimOFF OR COUNTERCLAIM; distribution to the Banks Subject to clauses 10.5 and 10.6, all DISTRIBUTION TO THE BANKS All payments to be made by the Borrowers any Obligor under this Agreement and/or the Security Documents shall be be: (a) made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5 (Grossing-up for Taxes), free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent at such bank as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent may from time to time specify for this purpose. Save where this Agreement ; (b) made in respect of: (i) each repayment or prepayment of, or payment of interest on, or participation by a Bank in, a Utilisation, in the currency in which the Utilisation is denominated; (ii) any payment of costs and expenses, in the currency in which they were incurred; (iii) all fees and/or commission payable under clause 7 (Fees and expenses) shall be paid in Sterling unless the Security Documents provide for a payment Parent and the Facility Agent otherwise agree; (iv) any other amount expressed in any Finance Document to be made for the account of payable in a particular Bank currency, in that currency; (including, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Bank concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers under this Agreement and/or the Security Documents shall be c) for the account of all the Banks Banks, and the Facility Agent shall forthwith distribute such payments in like funds as are received by the Facility Agent to the Banks rateably for the account of such Banks' respective Facility Offices in accordance with their Commitments or Contributions, as the case may bebe provided that where this Agreement provides for a payment to be made for the account of a particular Finance Party or Finance Parties, in which case the Facility Agent shall distribute the relevant payment to the relevant Finance Party or Finance Parties concerned.

Payments and Taxes Accounts and Calculations. 10.1 8.1 No set-off or counterclaim; distribution to the Banks Subject to clauses 10.5 and 10.6, all All payments to be made by the Borrowers any Obligor under this Agreement and/or the Security Documents shall be be: (a) made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5 (Grossing-up for Taxes), free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent at such bank as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent may from time to time specify for this purpose. Save where this Agreement ; (b) made in respect of: (i) each repayment or prepayment of, or payment of interest on, or participation by a Bank in, a Utilisation, in the currency in which the Utilisation is denominated; (ii) any payment of costs and expenses, in the currency in which they were incurred; (iii) all fees and/or commission payable under clause 7 (Fees and expenses) shall be paid in Sterling unless the Security Documents provide for a payment Parent and the Facility Agent otherwise agree; (iv) any other amount expressed in any Finance Document to be made for the account of payable in a particular Bank currency, in that currency; (including, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Agent shall distribute the relevant payment to the Bank concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers under this Agreement and/or the Security Documents shall be c) for the account of all the Banks Banks, and the Facility Agent shall forthwith distribute such payments in like funds as are received by the Facility Agent to the Banks rateably for the account of such Banks' respective Facility Offices in accordance with their Commitments or Contributions, as the case may bebe provided that where this Agreement provides for a payment to be made for the account of a particular Finance Party or Finance Parties, in which case the Facility Agent shall distribute the relevant payment to the relevant Finance Party or Finance Parties concerned.

Payments and Taxes Accounts and Calculations. 10.1 8.1 No set-off or counterclaim; distribution to the Banks Subject to clauses 10.5 and 10.6, all All payments to be made by the Borrowers any Borrower under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5, free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency Sterling (except for costs, charges or expenses which shall be payable in the currency in which they are incurred) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent at such bank as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent may from time to time specify for this purpose. Save where this Agreement and/or the Security Documents provide provides for a payment to be made for the account of a particular Bank (includingFinance Party or Finance Parties, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Facility Agent shall distribute the relevant payment to the Bank relevant Finance Party or Finance Parties concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers any Borrower under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Facility Agent shall forthwith distribute such payments in like funds as are received by the Facility Agent to the Banks rateably for the account of such Banks' respective Facility Offices in accordance with their Commitments or Contributions, as the case may be.

Payments and Taxes Accounts and Calculations. 10.1 8.1 No set-off or counterclaim; distribution to the Banks Subject to clauses 10.5 and 10.6, all All payments to be made by the Borrowers relevant Obligor under this Agreement and/or the Security Documents shall be made in full, without any set-off or counterclaim whatsoever and and, subject as provided in clause 8.5, free and clear of any deductions or withholdings, in Dollars or the relevant Optional Currency Sterling (except for (a) the repayment or prepayment of an Advance which shall be payable in the currency in which the Advance is denominated on the due date, (b) interest which shall be payable in the currency in which the relevant amount in respect of which it is payable is denominated, (c) costs, charges or expenses which shall be payable in the currency in which they are incurredincurred and (d) provisions in the Finance Documents providing otherwise) on the due date in immediately available cleared funds to the account of the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent at such bank as the Agent, the Swingline Bank or the Overdraft Bank (as relevant) Facility Agent may from time to time specify for this purpose. Save where this Agreement and/or the Security Documents provide provides for a payment to be made for the account of a particular Bank (includingFinance Party or Finance Parties, without limitation, clauses 8.5, 9, 10.5, 15.1, 15.2, 16.1 and 16.2 in which case the Facility Agent shall distribute the relevant payment to the Bank relevant Finance Party or Finance Parties concerned, or for the account of the Swingline Bank or the Overdraft Bank), payments to be made by the Borrowers relevant Obligor under this Agreement and/or the Security Documents shall be for the account of all the Banks and the Facility Agent shall forthwith distribute such payments in like funds as are received by the Facility Agent to the Banks rateably for the account of such Banks' respective Facility Offices in accordance with their Commitments or Contributions, as the case may be.