TWO
PROPERLY EXECUTED ORIGINALS OF IRS FORM W-8IMY, ACCOMPANIED BY
SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION CREDIT AGREEMENT
LSC COMMUNICATIONS, INC.
44
--------------------------------------------------------------------------------
Table of Contents
PROPERLY EXECUTED IRS FORM W-8ECI, IRS FORM W-8BEN OR W-8BEN-E, A U.S. TAX
COMPLIANCE CERTIFICATE SUBSTANTIALLY IN THE FORM OF EXHIBIT G-2 OR EXHIBIT G-3,
IRS FORM W-9, AND/OR OTHER CERTIFICATION DOCUMENTS FROM EACH BENEFICIAL OWNER,
AS APPLICABLE; PROVIDED THAT IF THE NON-U.S. LENDER IS A PARTNERSHIP (AND NOT A
PARTICIPATING LENDER), AND ONE OR MORE DIRECT OR INDIRECT PARTNERS OF SUCH
NON-U.S. LENDER ARE CLAIMING THE PORTFOLIO INTEREST EXEMPTION, SUCH NON-U.S.
LENDER MAY PROVIDE A U.S. TAX COMPLIANCE CERTIFICATE SUBSTANTIALLY IN THE FORM
OF EXHIBIT G-4 ON BEHALF OF SUCH DIRECT AND INDIRECT PARTNER(S); AND
(5)
ANY NON-U.S. LENDER SHALL, TO THE EXTENT IT IS LEGALLY
ELIGIBLE TO DO SO, DELIVER TO THE BORROWER AND THE ADMINISTRATIVE AGENT (IN SUCH
NUMBER OF COPIES AS SHALL BE REQUESTED BY THE RECIPIENT) ON OR PRIOR TO THE DATE
ON WHICH SUCH NON-U.S. LENDER BECOMES A LENDER UNDER THIS AGREEMENT (AND FROM
TIME TO TIME THEREAFTER UPON THE REASONABLE REQUEST OF THE BORROWER OR THE
ADMINISTRATIVE AGENT), EXECUTED ORIGINALS OF ANY OTHER FORM PRESCRIBED BY
APPLICABLE REQUIREMENTS OF LAW AS A BASIS FOR CLAIMING EXEMPTION FROM OR A
REDUCTION IN U.S. FEDERAL WITHHOLDING TAX, DULY COMPLETED, TOGETHER WITH SUCH
SUPPLEMENTARY DOCUMENTATION AS MAY BE PRESCRIBED BY APPLICABLE REQUIREMENTS OF
LAW TO PERMIT THE BORROWER OR THE ADMINISTRATIVE AGENT TO DETERMINE THE
WITHHOLDING OR DEDUCTION REQUIRED TO BE MADE.
(III)
IF A PAYMENT MADE TO A LENDER UNDER THIS AGREEMENT OR THE
OTHER LOAN DOCUMENTS WOULD BE SUBJECT TO U.S. FEDERAL WITHHOLDING TAX IMPOSED BY
FATCA IF SUCH LENDER WERE TO FAIL TO COMPLY WITH THE APPLICABLE REPORTING
REQUIREMENTS OF FATCA (INCLUDING THOSE CONTAINED IN SECTION 1471(B) OR 1472(B)
OF THE CODE, AS APPLICABLE), SUCH LENDER SHALL DELIVER TO THE BORROWER OR
ADMINISTRATIVE AGENT, AT THE TIME OR TIMES PRESCRIBED BY LAW AND AT SUCH TIME OR
TIMES REASONABLY REQUESTED BY THE BORROWER OR THE ADMINISTRATIVE AGENT, SUCH
DOCUMENTATION PRESCRIBED BY APPLICABLE REQUIREMENTS OF LAW (INCLUDING AS
PRESCRIBED BY SECTION 1471(B)(3)(C)(I) OF THE CODE)AND SUCH ADDITIONAL
DOCUMENTATION REASONABLY REQUESTED BY THE BORROWER OR THE ADMINISTRATIVE AGENT
AS MAY BE NECESSARY FOR THE BORROWER OR THE ADMINISTRATIVE AGENT TO COMPLY WITH
ITS OBLIGATIONS UNDER FATCA, TO DETERMINE WHETHER SUCH LENDER HAS OR HAS NOT
COMPLIED WITH SUCH LENDER'S OBLIGATIONS UNDER FATCA AND, AS NECESSARY, TO
DETERMINE THE AMOUNT, IF ANY, TO DEDUCT AND WITHHOLD FROM SUCH PAYMENT.
SOLELY
FOR PURPOSES OF THIS SECTION 2.14(E)(III), "FATCA" SHALL INCLUDE ANY AMENDMENTS
MADE TO FATCA AFTER THE DATE OF THIS AGREEMENT.
(IV)
EACH LENDER AGREES THAT IF ANY DOCUMENTATION IT PREVIOUSLY
DELIVERED PURSUANT TO THIS SECTION 2.14(E) EXPIRES OR BECOMES OBSOLETE OR
INACCURATE IN ANY RESPECT, IT SHALL UPDATE SUCH DOCUMENTATION OR PROMPTLY NOTIFY
THE BORROWER AND THE ADMINISTRATIVE AGENT IN WRITING OF ITS LEGAL INELIGIBILITY
TO DO SO. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION 2.14(E), NO
LENDER SHALL BE REQUIRED TO