Common use of Exclusions from Indemnity Clause in Contracts

Exclusions from Indemnity. The provisions of section 9.02 (a) shall not apply to: (i) any Tax based on, or measured by, net income, capital, franchise, or net worth (other than sales taxes), including related surcharges and withholding taxes, or any withholding taxes on an Indemnitee's gross income, to the extent that such withholding taxes are imposed solely because that Indemnitee has a place of business outside the United States or holds its Certificate(s) outside the United States; provided, that the provisions of this clause (b)(i) shall not apply to any Taxes imposed in respect of the receipt or accrual of any indemnity payment made or payable pursuant to this Section 9.02; (ii) any Tax based on or measured by the value of such Indemnitee's interest in any Basic Document, except to the extent imposed without regard to the presence of the Indemnitee, or any Note, in the jurisdiction of the Taxing Authority imposing that Tax; (iii) any Tax imposed on the Indemnitee as a result of a transfer or other disposition, by such Indemnitee or any of its predecessors in interest, of any interest in the Aircraft or any Basic Document, unless such transfer or disposition occurs after the occurrence of an Event of Default; or (iv) any Tax in the nature of a penalty, an addition to tax, interest, or fines resulting from the negligence or misconduct of the Indemnitee in connection with the preparation or filing of (or failure to prepare or file) tax returns, or the payment of or failure to pay its taxes, but in each case not if in any way attributable to Borrower's failure to notify

Exclusions from Indemnity. The provisions of section 9.02 (a) shall not apply to: (i1) any Tax based on, or measured by, net income, capital, franchise, or net worth (other than sales taxes), including related surcharges and withholding taxes, or any withholding taxes on an Indemnitee's gross income, to the extent that such withholding taxes are imposed solely because that Indemnitee has a place of business outside the United States or holds its Certificate(sCertificates(s) outside the United States; provided, that the provisions of this clause (b)(ib)(1) shall not apply to any Taxes imposed in respect of the receipt or accrual of any indemnity payment made or payable pursuant to this Section section 9.02; (ii2) any Tax tax based on or measured by the value of such Indemnitee's interest in any Basic Document, except to the extent imposed without regard to the presence of the Indemnitee, or any Note, in the jurisdiction of the Taxing Authority imposing that Tax; (iii3) any Tax imposed on the Indemnitee as a result of a transfer or other disposition, by such Indemnitee or any of its predecessors in interest, of any interest in the Aircraft or any Basic Document, unless such transfer or disposition occurs after the occurrence of an Event of Default; or (iv4) any Tax in the nature of a penalty, an addition to tax, interest, or fines resulting from the negligence or misconduct of the Indemnitee in connection with the preparation or filing of (or failure to prepare or file) tax returns, or the payment of or the failure to pay its taxes, but in each case not if in any way attributable to Borrower's failure to notifynotify such Indemnitee of its obligations to prepare and file its returns in respect of Taxes indemnified pursuant to this section 9.02 or to provide any information necessary for the preparation or filing of such returns or the conduct of such proceedings or otherwise to perform its duties and responsibilities pursuant to the Basic Documents.

Exclusions from Indemnity. The provisions of section 9.02 (a) shall not apply to: (i) any Tax based on, or measured by, net income, capital, franchise, or net worth (other than sales taxes), including related surcharges and withholding taxes, or any withholding taxes on an Indemnitee's gross income, to the extent that such withholding taxes are imposed solely because that Indemnitee has a place of business outside the United States or holds its Certificate(s) outside the United States; provided, that the provisions of this clause (b)(i) shall not apply to any Taxes imposed in respect of the receipt or accrual of any indemnity payment made or payable pursuant to this Section section 9.02; (ii) any Tax based on or measured by the value of such Indemnitee's interest in any Basic Document, except to the extent imposed without regard to the presence of the Indemnitee, or any Note, in the jurisdiction of the Taxing Authority imposing that Tax; (iii) any Tax imposed on the Indemnitee as a result of a transfer or other disposition, by such Indemnitee or any of its predecessors in interest, of any interest in the Aircraft or any Basic Document, unless such transfer or disposition occurs after the occurrence of an Event of Default; or (iv) any Tax in the nature of a penalty, an addition to tax, interest, or fines resulting from the negligence or misconduct of the Indemnitee in connection with the preparation or filing of (or failure to prepare or file) tax returns, or the payment of or failure to pay its taxes, but in each case not if in any way attributable to Borrower's failure to notifynotify such Indemnitee of its obligations to prepare and file its returns in respect of Taxes indemnified pursuant to this section 9.02 or to provide any information necessary for the preparation or filing of such returns or the conduct of such proceedings or otherwise to perform its duties and responsibilities pursuant to the Basic Documents.

Exclusions from Indemnity. The provisions of section 9.02 (a) shall not apply to: (i) any Tax based on, or measured by, net income, capital, franchise, or net worth Taxes (other than sales taxes), including related surcharges and withholding taxes, or any withholding taxes on an Indemnitee's gross income, to the extent that such withholding taxes are imposed solely because that Indemnitee has a place of business outside the United States or holds its Certificate(s) outside the United States; provided, that the provisions of this clause (b)(i) shall not apply to any Taxes imposed in respect of the receipt or accrual of any indemnity payment made or payable pursuant to this Section section 9.02; (ii) any Tax based on or measured by the value of such Indemnitee's interest in any Basic Document, except to the extent imposed without regard to the presence of the Indemnitee, or any Note, in the jurisdiction of the Taxing Authority imposing that Tax; (iii) any Tax imposed on the Indemnitee as a result of a transfer or other disposition, by such Indemnitee or any of its predecessors in interest, of any interest in the Aircraft or any Basic Document, unless such transfer or disposition occurs after the occurrence of an Event of Default; or (iv) any Tax in the nature of a penalty, an addition to tax, interest, or fines resulting from the negligence or misconduct of the Indemnitee in connection with the preparation or filing of (or failure to prepare or file) tax returns, or the payment of or failure to pay its taxes, but in each case not if in any way attributable to Borrower's failure to notifynotify such Indemnitee of its obligations to prepare and file its returns in respect of Taxes indemnified pursuant to this section 9.02 or to provide any information