Other Tax Benefits Sample Clauses

Other Tax Benefits. (a) If (i) a member of the Mural Group actually realizes any Tax Benefit, other than a Tax Benefit resulting from a Section 336(e) Election, as a result of any liability, obligation, loss or payment (each, a “Loss”) for which a member of the Alkermes Group is required to indemnify any member of the Mural Group pursuant to this Agreement, the Separation Agreement or any Ancillary Agreement (in each case, without duplication of any amounts payable or taken into account under this Agreement, the Separation Agreement or any Ancillary Agreement), or (ii) if a member of the Alkermes Group actually realizes any Tax Benefit as a result of any Loss for which a member of the Mural Group is required to indemnify any member of the Alkermes Group pursuant to this Agreement, the Separation Agreement or any Ancillary Agreement (in each case, without duplication of any amounts payable or taken into account under this Agreement, the Separation Agreement or any Ancillary Agreement), and, in each case, such Tax Benefit would not have arisen but for such adjustment or Loss (determined on a “with and without” basis), Mural (in the case of the foregoing clause (i)) or Alkermes (in the case of the foregoing clause (ii)), as the case may be, shall make a payment to the other Party in an amount equal to the amount of such actually realized Tax Benefit in cash within ten (10) Business Days of actually realizing such Tax Benefit. To the extent that any Tax Benefit (or portion thereof) in respect of which any amounts were paid over pursuant to the foregoing provisions of this Section 5.2(a) is subsequently disallowed by the applicable Tax Authority, the Party that received such amounts shall promptly repay such amounts (together with any penalties, interest or other charges imposed by the relevant Tax Authority) to the other Party.
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Other Tax Benefits. (a) If a member of the TEN Group or TFMC Group actually realizes any Tax Benefit, as a result of any liability, obligation, loss or payment (each, a “Loss”) for which a member of one Party’s Group is required to indemnify any member of the other Party’s Group pursuant to this Agreement, the Separation Agreement or any Ancillary Agreement (in each case, without duplication of any amounts payable or taken into account under this Agreement, the Separation Agreement or any Ancillary Agreement), and such Tax Benefit would not have arisen but for such adjustment or Loss (determined on a “with and without” basis), the Party whose Group actually realizes such Tax Benefit, shall make a payment to the other Party in an amount equal to the amount of such actually realized Tax Benefit in cash within twenty (20) Business Days of actually realizing such Tax Benefit. To the extent that any Tax Benefit (or portion thereof) in respect of which any amounts were paid over pursuant to the foregoing provisions of this Section 4.2(a) is subsequently disallowed by the applicable Tax Authority, the Party that received such amounts shall promptly repay such amounts (together with any penalties, interest or other charges imposed by the relevant Tax Authority) to the other Party.
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Other Tax Benefits. If any member of one group (the "First Group Member") receives any Tax Benefit not described in the foregoing clauses (i), (ii), (iii), (iv), (v) and (vi) but which is payable or allocable to a member of the other Group (the "Second Group Member") in accordance with the principles underlying the Tax liability and Tax Benefit allocation provisions of Section 2 and the foregoing provisions of this Section 5, such First Group Member shall pay the amount of such Tax Benefit to the Second Group Member within 20 business days following the date on which the First Group Member receives such Tax Benefit through a refund of or reduction in Tax (the "Other Tax Benefit Date"). If the First Group Member does not make such payment within 3 business days following the Other Tax Benefit Date, such First Group Member shall also pay to the Second Group Member, together with such payment, interest thereon calculated at the Base Rate from such Other Tax Benefit Date to the date of the First Group Member's payment hereunder to the Second Group Member.
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Other Tax Benefits. If for any taxable period beginning on or after the date of the CCL Distribution, a CCL Company or a Covance Company incurs a net capital loss, business credit or other Tax attribute that must be carried back to a CI Consolidated Return (each a "Carryback Item"), such CCL Company or Covance Company may file a refund claim reflecting such Carryback Item only after having obtained a written consent from Corning. In the event that such CCL Company or Covance Company does not obtain such written consent or shall not be eligible to file such claim under applicable law, Corning may, at the written request and expense of such CCL Company or Covance Company, file amended returns or refund claims reflecting such Carryback Item. Such CCL Company or Covance Company shall be compensated for the use of such Carryback Item as follows:
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Other Tax Benefits. Except as provided in this Section 4 or in Section 5, neither LMC nor LMI shall be obligated to reimburse the other for any Tax Benefit received either before or after the Distribution.
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Other Tax Benefits. (1) On a best efforts basis, the Inducers will provide for the extension of Foreign Trade Zone. Application to be made by the Port Commission based upon information to be provided by the Company.
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Other Tax Benefits. If any member of one group (the "First Group Member") receives or is credited with any Tax Benefit not described in the foregoing clauses (i), (ii), (iii), (iv), (v) and (vi) but which is payable or allocable to a member of the other Group (the "Second Group Member") in accordance with the principles underlying the Tax liability and Tax Benefit allocation provisions of Section 2 and the foregoing provisions of this Section 5, such First Group Member shall pay the amount (or, if applicable, the Present Value) of such Tax Benefit to the Second Group Member within 30 days following the date on which the applicable Tax Authority pays, credits or otherwise gives effect to such Tax Benefit to or for the benefit of the First Group Member. Such First Group Member shall also pay to the Second Group Member, together with such payment, interest thereon calculated at the Base Rate from the date of such action by such Tax Authority to the date of the First Group Member's payment hereunder to the Second Group Member.
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Other Tax Benefits. To the extent not otherwise provided for in this Agreement, if, as a result of an adjustment by a Tax Authority, one Group suffers a Tax detriment and the other Group realizes a related Tax Benefit, STC or SBV shall pay NPTest, or vice versa, in accordance with Section 5, an amount equal to the lesser of the Tax Benefit to the Group receiving the Tax Benefit or the Tax detriment to the Group suffering the Tax detriment.
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Related to Other Tax Benefits

  • Tax Benefits If an indemnification obligation of any Indemnifying Party under this Section 14 arises in respect of an adjustment that makes allowable to an Indemnified Party any offsetting deduction or other item that would reduce taxes which would not, but for such adjustment, be allowable, then any such indemnification obligation shall be an amount equal to (i) the amount otherwise due but for this Section 14(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party in the year such indemnification obligation arises, determined on a “with and without” basis.

  • Tax Benefit If, as the result of any Taxes paid or indemnified against by the Facility Lessee under this Section 9.2, the aggregate Taxes actually paid by the Tax Indemnitee for any taxable year and not subject to indemnification pursuant to this Section 9.2 are less (whether by reason of a deduction, credit, allocation or apportionment of income or otherwise) than the amount of such Taxes that otherwise would have been payable by such Tax Indemnitee (a "Tax Benefit"), then to the extent such Tax Benefit was not taken into account in determining the amount of indemnification payable by the Facility Lessee under paragraph (a) or (c) above and provided no Significant Lease Default or Lease Event of Default shall have occurred and be continuing (in which event the payment provided under this Section 9.2(e) shall be deferred until the Significant Lease Default or Lease Event of Default has been cured), such Tax Indemnitee shall pay to the Facility Lessee the lesser of (A) (y) the amount of such Tax Benefit, plus (z) an amount equal to any United States federal, state or local income tax benefit resulting to the Tax Indemnitee from the payment under clause (y) above and this clause (z) (determined using the same assumptions as set forth in the second sentence under the definition of After-Tax Basis) and (B) the amount of the indemnity paid pursuant to this Section 9.2 giving rise to such Tax Benefit; provided, however, that any excess of (A) over (B) shall be carried forward and reduce the Facility Lessee's obligations to make subsequent payments to such Tax Indemnitee pursuant to this Section 9.2. If it is subsequently determined that the Tax Indemnitee was not entitled to such Tax Benefit, the portion of such Tax Benefit that is required to be repaid or recaptured will be treated as Taxes for which the Facility Lessee must indemnify the Tax Indemnitee pursuant to this Section 9.2 without regard to paragraph (b) hereof. Notwithstanding anything to the contrary herein, each Certificateholder Indemnitee shall determine the allocation of any tax benefits, savings, credit, deduction or allocation in its sole good faith discretion and each position to be taken on its tax return shall be in its sole control and it shall not be required to disclose any tax return or related documentation to any Person.

  • Tax Benefit Payments Section 3.1 Payments 12 Section 3.2 No Duplicative Payments 13

  • Other Taxes In addition, to the fullest extent permitted by applicable law, the Borrower agrees to pay any present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies that arise from any payment made hereunder or from the execution, delivery or registration of, or otherwise with respect to, this Agreement, any Assignment or any Security Instrument (hereinafter referred to as "Other Taxes").

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