Common use of General Taxes Clause in Contracts

General Taxes. For the purpose of this Section 6.2 "Tax Indemnitee" shall mean each of the Owner Trustee (in its individual capacity and as trustee), the Owner Participant and any Affiliate thereof, the Indenture Trustee (in its individual capacity an as trustee), each Lender and each of their respective successors, transferees and assigns which are permitted under the terms of the Operative Documents. The Co-Lessee agrees to pay and assume liability for, and does hereby agree to indemnify, protect, defend and hold harmless on an After-Tax Basis each Tax Indemnitee from and against any and all Taxes imposed upon or payable by any Tax Indemnitee (including amounts payable by any Tax Indemnitee solely as withholding agent) or the Lessee or Co-Lessee or withheld from any payment pursuant to the Operative Documents, whether imposed against the Equipment or any Item of Equipment, any Modification, or any part or portion thereof or interest therein, or the Notes, or otherwise in connection with or relating to or on or with respect to (i this Agreement or any of the other Operative Documents or any amendment, supplement, waiver or consent thereto or the execution, delivery or performance of any thereof; (ii) the Equipment, any Item of Equipment, any Modification, or any interest therein; (iii) the construction, purchase, acceptance, possession, rejection, ownership, delivery, nondelivery, return, refinancing, use, non-use, operation, leasing, subleasing, hire, condition, maintenance, modification, repair substitution, replacement, insuring, improvement, sale, abandonment, redelivery, location, transfer of title or other application or disposi of the Equipment, any Item of Equipment, any Modification, or any interest therein; (iv) the payment by or on behalf of the Lessee or Co- Lessee of Rent or other amounts, receipts, income or earnings arising from the Equipment with respect to the Lease or any other Operative Document; (v) the payment of principal of, or interest or premium on, or other amounts payable with respect to, or the sale, assignment, transfer or other disposition of, any Note or (vi) otherwise with respect to or in connection with the transactions contemplated by the Operative Documents.

Appears in 1 contract

Samples: Participation Agreement (Cirrus Logic Inc)

AutoNDA by SimpleDocs

General Taxes. For Subject to the purpose provisions of this Section 6.2 "Tax Indemnitee" shall mean each of the Owner Trustee (in its individual capacity and as trustee6.2(b), the Owner Participant and any Affiliate thereof, the Indenture Trustee (in its individual capacity an as trustee), each Lender and each of their respective successors, transferees and assigns which are permitted under the terms of the Operative Documents. The Co-Lessee agrees to pay and assume liability for, and does hereby agree to indemnify, protect, defend and hold harmless harmless, on an After-Tax Basis Basis, each Tax Indemnitee Indemnified Person from and against any and all Taxes imposed upon or payable by any Tax Indemnitee such Indemnified Person (including amounts payable by any Tax Indemnitee such Indemnified Person solely as withholding agent) or the Lessee or Co-Lessee or withheld from any payment pursuant to the Operative Documents, whether imposed against the Equipment or any Item of Equipment, any Modification, or any part or portion thereof or interest therein, or the Notes, or otherwise in connection with or relating to or on or with respect to (i i) this Agreement or any of the other Operative Documents or any amendment, supplement, waiver or consent thereto or the execution, delivery or performance of any thereof; (ii) the Equipment, any Item of Equipment, any Modification, or any interest therein; (iii) the acquisition, construction, purchase, acceptance, possession, rejection, ownership, delivery, nondelivery, return, financing, refinancing, mortgaging, repossession, transfer, control, use, non-use, operation, leasing, subleasing, registration, re-registration, hire, condition, maintenance, storage, modification, repair importation, exportation, repair, substitution, replacement, insuring, improvement, sale, abandonment, redelivery, location, transfer of title or other application or disposi disposition of or with respect to the Equipment, any Item of Equipment, any part of the Equipment, any Modification, or any interest therein; (iv) the payment by or on behalf of the Lessee or Co- Lessee of Rent or other amounts, receipts, income or earnings arising from the Equipment or received with respect to the Lease Equipment or any other Operative Documentpart thereof or interest therein or any application, acquisition or disposition thereof; (v) any other amount paid or payable pursuant to the Operative Documents or any document related thereto or the property, income or other proceeds with respect to the property held in the Trust Estate or the Indenture Estate; (vi) the payment of principal of, or interest or premium on, or other amounts payable with respect to, or the issuance, acquisition, modification, refinancing, reoptimization, holding, sale, assignment, transfer or other disposition of, any Note Note; or (vi) otherwise with respect to or in connection with the transactions contemplated by the Operative Documents.

Appears in 1 contract

Samples: Participation Agreement (Zenith Electronics Corp)

General Taxes. For Subject to the purpose provisions of this Section 6.2 "Tax Indemnitee" shall mean each of the Owner Trustee (in its individual capacity and as trustee6.2(b), the Owner Participant and any Affiliate thereof, the Indenture Trustee (in its individual capacity an as trustee), each Lender and each of their respective successors, transferees and assigns which are permitted under the terms of the Operative Documents. The Co-Lessee agrees to pay and assume liability for, and does hereby agree to indemnify, protect, defend and hold harmless harmless, on an After-Tax Basis Basis, each Tax Indemnitee Indemnified Person from and against any and all Taxes imposed upon or payable by any Tax Indemnitee such Indemnified Person (including amounts payable by any Tax Indemnitee such Indemnified Person solely as withholding agent) or the Lessee or Co-Lessee or withheld from any payment pursuant to the Operative Documents, whether imposed against the Equipment or any Item of Equipment, any Modification, or any part or portion thereof or interest therein, or the Notes, or any Affiliate of the Lessee that possesses the Equipment, otherwise in connection with or relating to or on or with respect to (i i) this Agreement or any of the other Operative Documents or any amendment, supplement, waiver or consent thereto or the execution, delivery or performance of any thereof; (ii) the Equipment, any Item of Equipment, any Modification, or any interest therein; (iii) the acquisition, construction, purchase, acceptance, possession, rejection, ownership, delivery, nondelivery, return, financing, refinancing, mortgaging, repossession, transfer, control, use, non-use, operation, leasing, subleasing, gratuitous bailment, registration, re- registration, hire, condition, maintenance, storage, modification, repair importation, exportation, repair, substitution, replacement, insuring, improvement, sale, abandonment, redelivery, location, transfer of title or other application or disposi disposition of or with respect to the Equipment, any Item of Equipment, any part of the Equipment, any Modification, or any interest therein; (iv) the payment by or on behalf of the Lessee or Co- Lessee of Rent or other amounts, receipts, income or earnings arising from the Equipment or received with respect to the Lease Equipment or any other Operative Documentpart thereof or interest therein or any application, acquisition or disposition thereof; (v) any other amount paid or payable pursuant to the Operative Documents or any document related thereto or the property, income or other proceeds with respect to the property held in the Trust Estate or the Indenture Estate; (vi) the payment of principal of, or interest or premium on, or other amounts payable with respect to, or the issuance, acquisition, modification, refinancing, reoptimization, holding, sale, assignment, transfer or other disposition of, any Note Note; or (vi) otherwise with respect to or in connection with the transactions contemplated by the Operative Documents.

Appears in 1 contract

Samples: Participation Agreement (Zenith Electronics Corp)

General Taxes. For Subject to the purpose provisions of this Section 6.2 "Tax Indemnitee" shall mean each of the Owner Trustee (in its individual capacity and as trustee)9, the Owner Participant Lessee agrees to indemnify the Lessor and any Affiliate thereofthe Investor, the Indenture Trustee (in its individual capacity an as trustee), each Lender and each of their respective successors, transferees permitted assigns, directors, officers, employees, agents and assigns which are permitted under the terms of the Operative Documents. The Co-Lessee agrees to pay and assume liability forAffiliates (collectively, and does hereby agree to indemnify, protect, defend and hold harmless "Tax Indemnitees") on an After-Tax Basis each against, and hold the Tax Indemnitee from and against Indemnitees harmless from, the actual amount of any and all Taxes imposed upon by the United States of America or payable by any state or local taxing authority within the United States or any foreign or international taxing authority against the Tax Indemnitee (including amounts payable by any Tax Indemnitee solely as withholding agent) Indemnitees or the Lessee or Co-Lessee or withheld from any payment pursuant to the Operative Documentspayment, whether or imposed against the Equipment or any Item sublessee or user of the Equipment, any Modification, or any part or portion thereof or interest therein, or the Notes, or otherwise in connection with or relating to or on or with respect to (i i) this Agreement Lease or any of the other Operative Documents or any amendment, supplement, waiver or consent thereto or the execution, delivery or performance of any thereof; (ii) the Equipment, Equipment or any Item of Equipment, interest therein or any Modificationalteration or improvement, or any interest therein; (iii) the constructionfinancing, refinancing, demolition, substitution, control, occupancy, servicing, purchase, acceptance, possession, rejection, ownership, delivery, nondelivery, return, refinancing, use, non-usenonuse, rental, lease, activity conducted on, operation, insuring, replacement, improvement, leasing, subleasing, hire, condition, maintenance, modification, repair substitution, replacement, insuring, improvementrepair, sale, abandonment, redelivery, location, transfer of title or other application or disposi disposition of the Equipment, any Item of Equipment, any Modification, Equipment or any interest therein; (iv) the payment by or on behalf of the Lessee or Co- Lessee of Rent or other amounts, receipts, income or earnings arising from the Equipment with respect to the this Lease or any other Operative Document; (v) the payment of principal of, income or other proceeds received with respect to the Equipment or any part thereof or interest or premium onthereon, or other amounts payable with respect to, or the sale, assignment, transfer or other disposition of, any Note or (vi) otherwise with respect to or in connection with the transactions contemplated by the Operative Documents.

Appears in 1 contract

Samples: Equipment Lease (Collins & Aikman Corp)

AutoNDA by SimpleDocs

General Taxes. For the purpose of this Except as provided in Section 6.2 "Tax Indemnitee" shall mean each of the Owner Trustee (in its individual capacity and as trustee8.2(b), the Owner Participant and any Affiliate thereof, the Indenture Trustee (in its individual capacity an as trustee), each Lender and each of their respective successors, transferees and assigns which are permitted under the terms of the Operative Documents. The Co-Lessee agrees to pay and assume liability for, and does hereby agree to indemnify, protect, defend and hold harmless on an After-Tax Basis indemnify each Tax Indemnitee (as defined in Section 8.2(i)) against, and hold each Tax Indemnitee harmless from and against pay, any and all present or future liabilities, losses, expenses and costs of any kind whatsoever that are Taxes imposed upon by the United States or any taxing jurisdiction or authority of or in the United States (or any foreign taxing authority or jurisdiction to the extent such foreign taxing authority or jurisdiction imposes such Taxes as a result of the location or actions of the Lessee) against or payable by any Tax Indemnitee (including amounts payable by any Tax Indemnitee solely as withholding agent) or the Lessee or Co-Lessee or withheld from any payment pursuant to under the Operative Documents, whether or imposed against the Equipment or any Item of Equipment, any Modification, Properties or any part or portion thereof or interest therein, or any of the Notes, or otherwise Operative Documents in connection with or relating to or on or with respect to (i i) this Agreement or any of the other Operative Documents or any amendment, supplement, waiver or consent thereto or the execution, delivery or performance of any thereof; (ii) all or any part of the Equipment, any Item of Equipment, any Modification, Properties or any interest therein; (iii) the manufacture, financing, refinancing, construction, purchase, acceptance, possession, rejection, ownership, delivery, nondelivery, returnimportation, refinancingexportation, transport, use, non-use, operation, leasing, subleasing, hire, condition, addition, alteration, substitution, maintenance, modification, repair substitution, replacement, insuring, improvementrepair, sale, abandonment, redelivery, location, rebuilding, assigning, repossession, recording, return, transfer of title or other application or disposi disposition of the Equipment, any Item of Equipment, any Modification, Properties or any interest therein; (iv) the payment by or on behalf of the Lessee or Co- Lessee receipt of Rent or other amounts, receipts, income or earnings arising from the Equipment Properties or interest therein or with respect to the Lease or any other Operative DocumentDocument or otherwise in connection with the Overall Transaction; or (v) the payment of principal of, or interest or premium on, or other amounts payable with respect to, or the sale, assignment, transfer or other disposition of, any Note or (vi) otherwise with respect to or in connection with the transactions contemplated by the Operative DocumentsOverall Transaction.

Appears in 1 contract

Samples: Participation Agreement (American Financial Realty Trust)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!