Employee indemnities. 6.1 The Employee shall indemnify the Company on a continuing basis in respect of any income tax or employee’s national insurance contributions in respect of the payments and benefits in clause 3.1 (and any related interest, penalties, costs and expenses incurred as a result of the default or delay of the Employee but excluding any related interest, penalties, costs and expenses incurred as a result of the default or delay of any Group Company) and elsewhere in this Agreement. The Company shall give the Employee reasonable notice of any demand for tax which may lead to liabilities on the Employee under this indemnity and shall provide her with reasonable access to any documentation she may reasonably require to dispute such a claim and reasonable opportunity to do so before the Company makes any claim or demand under this indemnity (provided that nothing in this clause shall prevent the Company from complying with its legal obligations with regard to HM Revenue and Customs or other competent body).
6.2 The Employee acknowledges that the Company is relying upon the warranties and representations made by the Employee in this Agreement for both the benefit of itself and any other Group Company. In the event that the Employee shall institute any action, claim or proceedings in the Employment Tribunal or any other court against the Company or any other Group Company or any of their officers, employees or agents in respect of her employment or the termination of it (for the avoidance of doubt, excluding any claim falling within clause 5.2 above) (“the Proceedings”), then the Employee agrees that she will repay to the Company (after any deductions of tax and national insurance contributions) forthwith an amount equal to the lowest of:
(a) the total payment made to the Employee under clause 3.1;
(b) the total amount claimed by the Employee in the Proceedings, if any; and
(c) the maximum amount of compensation which could be awarded in respect of the Proceedings, if any (and, for the avoidance of doubt, if there are no sums under sub-clauses 6.2(b) and 6.2(c), then the sum referred to in clause 6.2(a) shall be the lowest).
6.3 Notwithstanding clause 6.2 above, if the Employee commences proceedings in respect of any claims compromised or intended to be compromised by this Agreement, including for the avoidance of doubt the claims listed in 5.1(a) to 5.1(e) above and listed in Schedule 1, the Employee shall indemnify the Company and any Group Company in respect of any...
Employee indemnities. 5.1 You shall indemnify us on a continuing basis in respect of any income tax, withholding taxes or National Insurance or social security contributions (save for employers' National Insurance contributions) due in respect of the payments and benefits in clauses 2 and 3 of this agreement (and any related interest, penalties, costs and expenses) due in any jurisdiction but excluding tax which is deducted at source by the Company and any interest and penalties arising as a result of the Company’s failure to account for such tax. We shall give you reasonable notice of any demand for tax which may lead to liabilities on you under this indemnity and shall provide you with reasonable access to any documentation you may reasonably require to dispute such a claim (provided that nothing in this clause shall prevent us from complying with its legal obligations with regard to HM Revenue and Customs or other competent body).
5.2 If you breach any material provision of this agreement or pursue a claim against any Group Company arising out of your employment or its termination other than those excluded under clause 4, you agree to indemnify any Group Company for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. If the Employee breaches any material provision of this agreement or pursues a claim against any Group Company arising out of his engagement or its termination he agrees to indemnify any Group Company for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. 7.1 The Employee shall indemnify the Company on a continuing basis in respect of any income tax or National Insurance contributions (save for employers' National Insurance contributions) due in respect of the payments and benefits in clause 3.1 (and any related interest, penalties, costs and expenses). The Company shall give the Employee reasonable notice of any demand for tax which may lead to liabilities on the Employee under this indemnity and shall provide him with reasonable access to any documentation he may reasonably require to dispute such a claim (provided that nothing in this clause shall prevent the Company from complying with its legal obligations with regard to HM Revenue and Customs or other competent body).
7.2 If the Employee is ever in repudiatory breach of this Agreement or pursues a claim against the Company or any Group Company in breach of this Agreement , he agrees to indemnify the Company for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. 8.1 The Employee shall indemnify the Employer and Hologic, Inc. on a continuing basis in respect of any income tax or NICs (or similar) (save, where prohibited by law, for employers' National Insurance contributions) due in respect of the payments and benefits in clause 3.1 and clause 4 (and any related interest, penalties, costs and expenses). The Employer shall give the Employee reasonable notice of any demand for tax which may lead to liabilities on the Employee under this indemnity and shall provide him with reasonable access to any documentation he may reasonably require to dispute such a claim (provided that nothing in this clause shall prevent the Employer from complying with its legal obligations with regard to HM Revenue and Customs or other competent body).
8.2 If the Employee breaches any material provision of this agreement or pursues a claim against the Employer arising out of his employment or its termination other than those excluded under clause 7, he agrees to indemnify the Employer for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. 6.1 You shall indemnify us on a continuing basis in respect of any income tax or National Insurance contributions (save for employers' National Insurance contributions) due in respect of the payments and benefits in clause 2 (and any related interest, penalties, costs and expenses). We shall give you reasonable notice of any demand for tax which may lead to liabilities on you under this indemnity and shall provide you with reasonable access to any documentation you may reasonably require to dispute such a claim (provided that nothing in this clause shall prevent us from complying with our legal obligations with regard to HM Revenue and Customs or other competent body).
6.2 If you breach any material provision of this agreement or pursue a claim against us, or Venus Concept arising out of your employment or its termination other than those excluded under clause 4, you agree to indemnify us and Venus Concept for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. 6.1 If the Employee breaches any material provision of this Agreement or pursues a claim against the Company or any Group Company arising out of his employment or its termination other than those excluded under clause 5 of the Agreement, he agrees to indemnify the Company for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
Employee indemnities. 6.1 The Employee shall indemnify the Company on a continuing basis in respect of any income tax or national insurance contributions (save for employers’ national insurance contributions) in respect of the payments and benefits in clause 3.1 (and any related interest, penalties, costs and expenses). The Company shall give the Employee reasonable notice of any demand for tax which may lead to liabilities on the Employee under this indemnity and shall provide him with reasonable access to any documentation he may reasonably require to dispute such a claim (provided that nothing in this clause shall prevent the Company from complying with its legal obligations with regard to HM Revenue and Customs or other competent body).
6.2 If the Employee breaches any material provision of this agreement or pursues a claim against the Company any Group Company arising out of his employment or its termination other than those excluded under clause 5, he agrees to indemnify the Company for any losses suffered as a result thereof, including all reasonable legal and professional fees incurred.
6.3 If despite the provisions of this Agreement the Employee pursues any of the claims referred to in schedule 2, the Employee shall immediately on demand from the Company the Termination Payment, and which shall be recoverable as a debt.
Employee indemnities. 2.5.1. The Authority shall indemnify and keep indemnified in full the Contractor (for itself and for the benefit of each relevant Sub- Contractor) against all Direct Losses incurred by the Contractor or any relevant Sub-Contractor in connection with or as a result of:
(a) a breach by the Authority of its obligations under clause 2.2.1 above;
(b) any claim or demand by any Transferring Employee arising out of the employment of any Transferring Employee provided that this arises from any act, fault or omission of the Authority or the Existing Employer in relation to any Transferring Employee prior to the date of the Relevant Transfer and any such claim is not in connection with the Relevant Transfer;
(c) any claim by any trade union or staff association or employee representative (whether or not recognised by the Authority and/or the Existing Employer in respect of all or any of the Transferring Employees) arising from or connected with any failure by the Authority and/or the Existing Employer to comply with any legal obligation to such trade union, staff association or other employee representative whether under Regulation 10 TUPE, under the Acquired Rights Directive or otherwise save to the extent that any such failure is caused by a failure by the Contractor to provide the Authority or Existing Employer as appropriate with information pursuant to Regulation 10(2)(d) of TUPE;
(d) any claim or demand by any Former Employees or Remaining Employees in relation to their employment whether prior to or following the date of the Relevant Transfer.
2.5.2. Where any liability in relation to any Transferring Employee, in respect of his or her employment by the Existing Employer or its termination which transfers in whole or part in accordance with TUPE and/or the Directive arises partly as a result of any act or omission occurring on or before the Service Commencement Date and partly as a result of any act or omission occurring after the Service Commencement Date, the Authority shall indemnify and keep indemnified in full the Contractor or the relevant Sub- Contractor against only such part of the Direct Losses sustained by the Contractor or any Sub-Contractor in consequence of the liability as is reasonably attributable to the act or omission occurring before the Service Commencement Date.
2.5.3. The Contractor shall indemnify and keep indemnified in full the Authority, and at the Authority’s request each and every service provider who shall provide any service equ...
Employee indemnities. 11.1. If the Employee is awarded any compensation or damages by a court or tribunal (in any jurisdiction in the world) for any claim in relation to his employment or its termination against the Company or any Group Company, he will repay to the Company immediately upon demand the total amount of the compensation or damages (including interest) awarded, together with the full amount of any legal fees incurred by the Company (or any Group Company) in defending such proceedings. The Employee agrees that this sum shall be recoverable as a debt. Any payment whatsoever due to the Employee from the Company (or any Group Company) which remains outstanding shall cease to be payable under this Agreement with effect from the date of commencement of any proceedings.