Payment for Taxes. Any and all payments by or on account of any obligation of the Borrower hereunder shall be made free and clear of and without deduction for any Indemnified Taxes or Other Taxes; provided, that if the Borrower shall be required to deduct any Indemnified Taxes or Other Taxes from such payments, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section 2.13) the Administrative Agent or Lender (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions and (iii) the Borrower shall pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.
Payment for Taxes. (a) Following the initial occurrence of an Income Tax Event at any time prior to the payment of the Executive's Account pursuant to Section 6.1, the Executive shall be entitled to an immediate payment from her Account of an amount equal to the excess of (i) any federal or state income tax owed by the Executive in respect of the Executive's interest in her Account over (ii) the amount payable to Executive pursuant to Section 3.2(a). In the event that, subsequent to any payment made pursuant to Section 3.2(a) and, if required, any payment made pursuant to the first sentence of this Section 6.2(a), but prior to the payment of the Executive's Account pursuant to Section 6.1, the Executive is required to recognize taxable income for federal or state income tax purposes in respect of the value of her Account (specifically including earnings, if any, on the Initial Credit), other than any such taxable income recognized by the Executive upon the initial occurrence of an Income Tax Event, ("Additional Taxable Income") the Executive shall be entitled to an immediate payment from her Account of an amount equal to the excess, if any, of (i) any federal or state income tax owed or previously owed in respect of the value of her Account (specifically including any federal or state income tax owed in respect of such Additional Taxable Income), over (ii) any payments previously made under Section 3.2(a) or from the Account pursuant to this Section 6.2(a).
(b) Following the occurrence of an Employment Tax Event at any time prior to the payment of the Executive's Account pursuant to Section 6.1, but subsequent to a contribution to the Trust pursuant to Section 4.2(b), the Executive shall be entitled to an immediate payment from her Account of an amount equal to the lesser of:
(i) the amount contributed to the Trust pursuant to Section 4.2(b) (less the amount of any prior payments pursuant to the terms of this Section 6.2(b)); or
(ii) the amount the Company is required to withhold from the Executive's wages for the Executive's share of federal or state employment taxes with respect to the value of the Executive's Account at such time.
(c) Notwithstanding the foregoing, no payment pursuant to this Section 6.2 shall exceed the value of the Executive's Account as of the applicable date of payment.
Payment for Taxes. Any and all payments by the Company for interest to or for the account of the Holder under this Debenture shall be made free and clear of and without deduction for any U.S. taxes, except as required by applicable law. If the Company shall be required by any applicable law to deduct any Taxes from or in respect of any interest payable under this Debenture to the Holder, (i) the Company shall make such deductions, (ii) the Company shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law, and (iii) as promptly as practicable after the date of such payment, the Company shall furnish to the Holder the original or a certified copy of a receipt evidencing payment thereof.
Payment for Taxes. Tenant's payment for Taxes shall be paid by Tenant, at Landlord's election (i) in advance, in equal monthly installments in such amounts as are estimated and billed for each Tax Year by Landlord at the commencement of the Term and at the beginning of each successive Tax Year during the Term, each such installment being due on the first day of each calendar month or (ii) in lump sum, following Landlord's receipt of the tax xxxx for the Tax Year in question, and calculation of Tenant's payment with respect thereto. If Landlord has elected that Tenant pay Taxes in installments, in advance, then, at any time during a Tax Year, Landlord may re-estimate Tenant's Tax payment and thereafter adjust Tenant's monthly installments payable during the Tax Year to reflect more accurately Tenant's Tax payment. Within one hundred twenty (120) days after Landlord's receipt of tax bills for each Tax Year, or such reasonable time (in Landlord's determination) thereafter, Landlord will notify Tenant of the amount of Taxes for the Tax Year in question. Any overpayment or deficiency in Tenant's payment of Taxes for each Tax Year shall be adjusted between Landlord and Tenant; Tenant shall pay Landlord or Landlord shall credit to Tenant's account (or, if such adjustment is at the end of the Term, Landlord shall pay Tenant), as the case may be, within fifteen (15) days of the aforesaid notice to Tenant, such amount necessary to effect such adjustment. Landlord's failure to provide such notice within the time prescribed above shall not relieve Tenant of any of its obligations hereunder. Any payment or credit not made by a party shall bear interest at the Default Rate until paid.
Payment for Taxes. 3.01. If, after a final determination for federal, state or local tax purposes, the deposit of the Shares into the escrow created under the Master Escrow Agreement or the subjection of the Shares to the restrictions contained in this Agreement results in a tax liability to the Officer in excess of what the Officer's tax liability would have been had the Shares not been deposited into the escrow or been made subject to the restrictions contained in this Agreement, then the Company shall make a payment in cash to the Officer in an amount equal to any such excess tax liability grossed up to compensate the Officer for any tax liability incurred with respect to any payment made under this Section 3.01.
Payment for Taxes a.) With respect to deferred intercompany transactions incurred in 2001 or after, payment will be made in the year the gain or loss is included in, or reduces taxable income on the consolidated tax return.
b.) With respect to deferred intercompany transactions incurred prior to 2001, payment will be made in accordance with the tax sharing agreement in effect on the date of the original transaction." Except as herein amended, the Agreement shall remain in full force and effect without change.
Payment for Taxes. 25 11.2 Section 338 Election Matters................................. 26 11.3 Payments..................................................... 27 11.4 Refunds...................................................... 27
Payment for Taxes. The Seller agrees to pay to the Buyer, without regard to any taxes payable in respect of any amounts payable under this Section 11.1, the amount of all U.S. federal income taxes of the Company or the Subsidiaries with respect to any period or portion thereof that commenced after the Acquisition Date and ends on or before the Closing Date, in excess of the amount set forth as a line item in the Referenced Balance Sheet as the "reserve for taxes" not previously taken into account under Section 11.7.2; provided, however, that no amount shall be paid under this Section 11.1 for any such taxes arising in connection with any acts, omissions or elections by Buyer or the Company on or after the Closing Date. The Buyer and, after the Closing, the Company shall be responsible for (i) all U.S. federal income taxes of the Company and the Subsidiaries for any taxable period or portion thereof after the Closing Date and for any liability for any acts, omissions or elections by Buyer or the Company on or after the Closing Date, (ii) payment to Seller of all U.S. federal income taxes relating to the Election made under Section 7.11, and (iii) all foreign, federal (except U.S. federal income tax), state, county, local and other taxes, levies, assessments and impositions whether characterized as income, franchise, gross receipts, sales, commercial rent, payroll, employment, real property, personal property, value added, excise, customs, duties, import fees, license fees or otherwise, of or imposed on or due from the Company and Subsidiaries or their assets or properties ("OTHER TAXES"), for all taxable periods and portions thereof (including periods before and periods after the Closing Date and including Other Taxes relating to the Election made under Section 7.11). Notwithstanding the foregoing, Seller agrees to pay Buyer, and Buyer shall not be responsible for, (i) any Other Taxes that arise from numerical or calculation errors made by Seller in the transcription of information provided by the Company, its officers, employees or accountants, in the tax returns prepared by the Seller and relating to such Other Taxes and (ii) any taxes relating to or arising out of any disallowance of payments made by any of Seller's subsidiaries to Seller since the Acquisition Date (the items referred to in the foregoing clauses (i) and (ii), collectively, "SPECIAL TAXES"). Seller specifically acknowledges and agrees that Seller will (i) report all items of income or loss resulting from th...
Payment for Taxes. 4.01. If, after a final determination for federal, state or local tax purposes, the deposit of the Shares into the escrow created under the Master Escrow Agreement or the subjection of the Shares to the restrictions contained in this Agreement results in a tax liability to the Employee in excess of what the Employee's tax liability would have been had the Shares not been deposited into the escrow or been made subject to the restrictions contained in this Agreement, then the Company shall pay to the Employee an amount equal to any such excess tax liability grossed up to compensate the Employee for any tax liability incurred with respect to any payment made under this Section 4.01.
4.02. The Employee shall be responsible for all taxes imposed with respect to the receipt of any Additional Shares pursuant to this Agreement except that the Company shall pay the Employee an amount equal to any excise tax under Section 4999 of the Internal Revenue Code arising as a result of the receipt of the Additional Shares grossed up to compensate the Employee for any tax liability incurred with respect to any payment made under this Section 4.02.
4.03. Any payment by the Company pursuant to either Section 4.01 or Section 4.02 shall be made pursuant to the provisions in the Plan governing such payment.
Payment for Taxes. If any tax withholding is required when Units are issued as payment for vested Restricted Units, the Employer will withhold a portion of the Units that has an aggregate market value sufficient to pay all Taxes imposed on the Participant computed using the highest applicable marginal federal and state income tax rates (but in no event less than the Taxes that Employer is required to withhold) and will pay such amounts to the relevant taxing authorities. To the maximum extent permitted by law, the Employer has the right to retain without notice from any fees, salary or other amounts (including, without limitation, Units) payable to the Participant, cash having a sufficient value to satisfy any Taxes that the Employer determines cannot be satisfied through the withholding of otherwise deliverable Units or that are due prior to the issuance of Units under the Award of Restricted Units.
