Foreign Tax Declarations Clause Samples

The Foreign Tax Declarations clause requires parties to disclose and comply with tax obligations in jurisdictions outside their home country. This typically involves providing necessary documentation, such as tax residency certificates or declarations of income, to relevant foreign tax authorities or to the other party for compliance purposes. The core function of this clause is to ensure transparency and legal compliance with international tax laws, thereby reducing the risk of penalties or disputes arising from undeclared or improperly managed foreign tax liabilities.
Foreign Tax Declarations. Seller shall provide Purchaser, on or prior to the Closing Date, with any certificates required under applicable foreign Law to avoid foreign Tax withholding with respect to the purchase of the Purchased Shares or Purchased Assets (a “Foreign Tax Withholding Certificate”).
Foreign Tax Declarations. Each of Sellers shall provide Purchaser, on or prior to the Closing Date, with any certificates required under applicable foreign Law to avoid foreign Tax withholding with respect to the purchase of the Purchased Shares (a “Foreign Tax Withholding Certificate”); provided, however, that Purchaser’s sole remedy in the event of a Seller’s failure to deliver a Foreign Tax Withholding Certificate shall be the right to withhold the amount of Tax required to be withheld by appropriate foreign Law from the Cash Purchase Price and to remit same as provided by Law, and Purchaser shall not otherwise be excused from any of its obligations under this Agreement as a result of such Sellers’ failure to provide such Foreign Tax Withholding Certificate.