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This excerpt taken from the AYR 8-K filed Dec 18, 2006. Currency and Funds of Payment; Withholding. Each Guarantor hereby guarantees that the Obligations will be paid in lawful currency of the United States of America and in immediately available funds, regardless of any law, regulation or decree now or hereafter in effect that might in any manner affect the Obligations including, without limitation: (A) the application of any such law, regulation, decree or order, including any prior approval, which would prevent the exchange of a Non-USD Currency (as hereinafter defined) for U.S. Dollars or the remittance of funds outside of such jurisdiction or the unavailability of U.S. Dollars in any legal exchange market in such jurisdiction in accordance with normal
commercial practice; or (B) a declaration of banking moratorium or any suspension of payments by banks in such jurisdiction or the imposition by such jurisdiction or any governmental authority thereof of any moratorium on, the required rescheduling or restructuring of, or required approval of payments on, any indebtedness in such jurisdiction; or (C) any expropriation, confiscation, nationalization or requisition by such country or any Governmental Authority that directly or indirectly deprives any Borrower of any assets or their use or of the ability to operate its business or a material part thereof; or (D) any war (whether or not declared), insurrection, revolution, hostile act, civil strife or similar events occurring in such jurisdiction which has the same effect as the events described in clause (A), (B) or (C) above (in each of the cases contemplated in clauses (A) through (D) above, to the extent occurring or existing on or at any time after the date of this Guaranty), or the
rights of the Guaranteed Parties with respect thereto as against any Borrower, or cause or permit to be invoked any alteration in the time, amount or manner of payment by any Borrower of any or all of the Obligations. The Guarantors shall make all payments at the Agent’s address for payment set forth in the Credit Agreement or such other address as the Agent shall give notice of to the Guarantors. All payments made or to be made by any Guarantor under this Guaranty shall be made free and clear of, and without deduction for, any present or future withholdings in respect of Taxes save for such withholdings in respect of Taxes as may be required to be made from such payments by any law, regulation or practice. If any such withholding is required to be made, the Guarantors shall (i) pay the full amount required to be withheld to the relevant taxation or other Governmental Authority within the time allowed for such payment under applicable law, and then deliver to the other party
hereto within 30 days after it has made such payment an original receipt (or certified copy thereof) issued by such Governmental Authority evidencing payment thereof (or other evidence of payment reasonably satisfactory to such other party) and (ii) increase the amount to be paid to the other party hereto to ensure that such other party receives and retains a sum equal to the sum which it would have received and so retained, had no such withholding been made or required to be made.
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