Common use of Deduction or Withholding for Tax Clause in Contracts

Deduction or Withholding for Tax. Section 2(d) is replaced with the following: All payments under this Agreement will be made subject to deduction or withholding for or on account of any Tax. If a party is so required to deduct or withhold, then that party (“X”) will: (i) promptly notify the other party (“Y”) of such requirement; (ii) pay to the relevant authorities the full amount required to be deducted or withheld promptly upon the earlier of determining that such deduction or withholding is required or receiving notice that such amount has been assessed against Y; (iii) promptly forward to Y an official receipt (or a certified copy), or other documentation reasonably acceptable to Y, evidencing such payment to such authorities; (iv) pay to Y the amount Y would have received had no deduction or withholding been required less the amount of the deduction or withholding paid by X under Section 2(d)(ii).

Deduction or Withholding for Tax. Section 2(d) is replaced with the following: All payments under this Agreement will be made subject to deduction or withholding for or on account of any Tax. If a party is so required to deduct or withhold, then that party (“X”) will: (i) promptly notify the other party (“Y”) of such requirement; (ii) pay to the relevant authorities the full amount required to be deducted or withheld promptly upon the earlier of determining that such deduction or withholding is required or receiving notice that such amount has been assessed against Y; (iii) promptly forward to Y an official receipt (or a certified copy), or other documentation reasonably acceptable to Y, evidencing such payment to such authorities;; and (iv) pay to Y the amount Y would have received had no deduction or withholding been required less the amount of the deduction or withholding paid by X under Section 2(d)(ii).