Income Inclusions. If as a result of the payment or reimbursement by the Lessee of any expenses of any Lessor or the payment of any Transaction Expenses incurred in connection with the transactions contemplated by the Operative Agreements, any Lessor or any Lender or any of their respective Affiliates shall suffer a net increase in any federal, state or local income tax liability, the Lessee shall indemnify such Persons (without duplication of any indemnification required by subsection (a)) on an After Tax Basis for the amount of such increase. The calculation of any such net increase shall take into account any current or future tax savings realized or reasonably expected to be realized by such person in respect thereof, as well as any interest, penalties and additions to tax payable by such Lessor, such Lender or such Affiliate, in respect thereof.
Appears in 2 contracts
Samples: Participation Agreement (McData Corp), Participation Agreement (Inktomi Corp)
Income Inclusions. If as a result of the payment or reimbursement by the Lessee of any expenses of any the Lessor or the payment of any Transaction Expenses incurred in connection with the transactions contemplated by the Operative AgreementsDocuments, any the Lessor or any Lender Indemnitee or any of their respective Affiliates affiliate shall suffer a net increase in any federal, state state, local or local foreign income tax liability, the Lessee shall indemnify such Persons (without duplication of any indemnification required by subsection (aSection 13.5(a)) on an After Tax Basis for the amount of such increase. The calculation of any such net increase shall take into account any current or future tax savings realized or reasonably expected to be realized by such person Person in respect thereof, as well as any interest, penalties and additions to tax payable by such the Lessor, such Lender or any Indemnitee or such Affiliateaffiliate, in respect thereof.
Appears in 1 contract
Samples: Participation Agreement (Yahoo Inc)
Income Inclusions. If as a result of the payment or reimbursement by the Lessee of any expenses of any the Lessor or the payment of any Transaction Expenses incurred in connection with the transactions contemplated by the Operative AgreementsDocuments, any the Lessor or any Lender Indemnitee or any of their respective Affiliates Affiliate shall suffer a net increase in any federal, state state, local or local foreign income tax liability, the Lessee shall indemnify such Persons (without duplication of any indemnification required by subsection (aSECTION 13.5(a)) on an After Tax Basis for the amount of such increase. The calculation of any such net increase shall take into account any current or future tax savings realized or reasonably expected to be realized by such person Person in respect thereof, as well as any interest, penalties and additions to tax payable by such the Lessor, such Lender or any Indemnitee or such Affiliate, in respect thereof.
Appears in 1 contract
Samples: Participation Agreement (Triquint Semiconductor Inc)
Income Inclusions. If as a result of the payment or reimbursement ----------------- by the Lessee of any expenses of any the Lessor or the payment of any Transaction Expenses incurred in connection with the transactions contemplated by the Operative AgreementsDocuments, any the Lessor or any Lender or any of their respective Affiliates Participant shall suffer a net increase in any federal, state or local income tax liability, the Lessee shall indemnify such Persons (without duplication of any indemnification required by subsection (a)) on an After Tax Basis for the --------------- amount of such increase. The calculation of any such net increase shall take into account any current or future tax savings realized or reasonably expected to be realized by such person in respect thereof, as well as any interest, penalties and additions to tax payable by such the Lessor, such Lender or any Participant or such Affiliate, in respect thereof.
Appears in 1 contract
Samples: Participation Agreement (Vitesse Semiconductor Corp)
Income Inclusions. If as a result of the payment or ----------------- reimbursement by the Lessee of any expenses of any the Lessor or the payment of any Transaction Expenses incurred in connection with the transactions contemplated by the Operative AgreementsDocuments, any the Lessor or any Lender or any of their respective Affiliates Indemnitee shall suffer a net increase in any federal, state or local income tax liability, the Lessee shall indemnify such Persons Indemnitee (without duplication of any indemnification required by subsection (aSection 13.5(a)) on an After Tax Basis for the amount of such -------------- increase. The calculation of any such net increase shall take into account any current or future tax savings realized or reasonably expected to be realized by such person Indemnitee in respect thereof, as well as any interest, penalties and additions to tax payable by such Lessor, such Lender or such Affiliate, the Indemnitee in respect thereof.
Appears in 1 contract
Samples: Participation Agreement (Asyst Technologies Inc /Ca/)