Common use of RECOVERY FROM OTHER PERSONS Clause in Contracts

RECOVERY FROM OTHER PERSONS. If, in the event of any payment becoming due from the Covenantor under CLAUSE 2 (Covenant), a Group Company either is immediately entitled at the due date for the making of that payment to recover from any person (including any Tax Authority) any sum in respect of the Tax Liability that has resulted in that payment becoming due from the Covenantor, or at some subsequent date becomes entitled to make such a recovery, then the Purchaser shall procure that the Group Company entitled to make that recovery shall promptly notify the Covenantor of its entitlement and shall, if so required by the Covenantor and at the Covenantor's sole expense, take all appropriate steps to enforce that recovery (keeping the Covenantor fully and promptly informed of the progress of any action taken); and if the Covenantor has made a payment under CLAUSE 2 (Covenant) in respect of the Tax Liability in question, the Purchaser shall account to the Covenantor for whichever is the lesser of:- (i) any sum so recovered by the relevant Group Company in respect of that Tax Liability (subtracting any costs or expenses incurred by the Purchaser or a Group Company in connection with the recovery which have not already been reimbursed, but including any interest or repayment supplement paid by the Tax Authority or other person on or in respect thereof less any Tax chargeable on that Group Company in respect of that interest); and (ii) the amount paid by the Covenantor under CLAUSE 2 (Covenant) in respect of that Tax Liability.

RECOVERY FROM OTHER PERSONS. If, in the event of 7.1 If any payment becoming becomes due from the Covenantor Covenantors under CLAUSE clause 2 (Covenant), a Group of this Deed or for breach of the Tax Warranties and the Company either or any of the Subsidiaries either: 7.1.1 is immediately entitled at the due date for the making of that payment to recover from any some other person (including not being the Company or any of the Subsidiaries but including, without limitation, any Tax Authority) any sum in respect of the Tax Liability for Taxation that has resulted in that payment becoming due from the Covenantor, or Covenantors; or 7.1.2 becomes entitled at some subsequent date becomes entitled to make such a recovery, then the Purchaser shall procure that the Group Company or the Subsidiary entitled to make that recovery shall (in either of those cases) promptly notify the Covenantor Covenantors of its their entitlement and shall, if so required by the Covenantor Covenantors and at the Covenantor's Covenantors' sole expense, procure that the Company or the relevant Subsidiary shall take all appropriate steps to enforce that recovery (keeping the Covenantor Covenantors fully and promptly informed of the progress of any action taken); ) and if the Covenantor has made a payment under CLAUSE 2 (Covenant) in respect of the Tax Liability in question, the Purchaser shall account to the Covenantor Covenantors for whichever is the lesser of:-of: (iA) any sum so recovered by the relevant Group Company in respect of that Tax Liability (subtracting any costs or expenses incurred by the Purchaser or a Group Company in connection with the recovery which have not already been reimbursed, but including any interest or repayment supplement paid by the Tax Authority or other person on or in respect thereof less any Tax tax chargeable on that Group the Company or relevant Subsidiary in respect of that interest)) after deduction of all costs and expenses incurred by the Company or the relevant Subsidiary in enforcing such recovery; and (iiB) the aggregate of the amount paid by the Covenantor under CLAUSE Covenantors pursuant to clause 2 (Covenant) or for breach of the Tax Warranties in respect of that the Liability for Taxation in question and any interest (after tax) and any repayment supplement paid by the Tax LiabilityAuthority or other person in respect of the sum recovered.

RECOVERY FROM OTHER PERSONS. If, in the event of any payment becoming due from the Covenantor under CLAUSE Clause 2 (CovenantCOVENANT), a Group the Company either is immediately entitled at the due date for the making of that payment to recover from any person (not being the Company but including any Tax Authority) any sum in respect of the Tax Liability that has resulted in that payment becoming due from the Covenantor, or at some subsequent date becomes entitled to make such a recovery, then the Purchaser shall procure that the Group Company entitled to make that recovery shall promptly as soon as reasonably practicable notify the Covenantor of its entitlement and shall, shall (if so required by the Covenantor and at subject to the Covenantor's sole expense, Covenantor indemnifying the Purchaser and the Company to their reasonable satisfaction against all costs or expenses which may thereby be incurred and pursuant to such indemnity paying to the Purchaser or the Company within a reasonable period of demand an amount equal to any such costs or expenses as are so incurred) take all appropriate reasonable steps to enforce that recovery (keeping the Covenantor fully and promptly informed of the progress of any action taken); and if the Covenantor has made a payment under CLAUSE Clause 2 (CovenantCOVENANT) in respect of the Tax Liability in question, the Purchaser shall account to the Covenantor for whichever is the lesser of:- (iA) any sum so recovered by the relevant Group Company in respect of that Tax Liability (subtracting any costs or expenses incurred by the Purchaser or a Group Company in connection with the recovery which have not already been reimbursed, but including any interest or repayment supplement paid by the Tax Authority or other person on or in respect thereof thereof, but less any Tax chargeable on that Group payable by the Company in respect of that interest); and (iiB) the amount paid by the Covenantor under CLAUSE Clause 2 (CovenantCOVENANT) in respect of that Tax Liability.

RECOVERY FROM OTHER PERSONS. If, in the event of any payment becoming due from the Covenantor under CLAUSE clause 2 (Covenant)COVENANT) or in respect of the Tax Warranties, a any member of the Purchaser’s Group Company either is immediately entitled at the due date for the making of that payment to recover from any person (including not being any member of the Purchaser’s Group but including, without limitation, any Tax Authority) any sum in respect of the Tax Liability that has resulted in that payment becoming due from the Covenantor, or at some subsequent date becomes entitled to make such a recovery, then the Purchaser shall procure that the Group Company entitled to make that recovery or, as the case may be, the Subsidiary shall promptly notify the Covenantor of its entitlement and shall, if so required by the Covenantor and at the Covenantor's ’s sole expense, take all appropriate steps to enforce that recovery (keeping the Covenantor fully and promptly informed of the progress of any action takentaken and providing the Covenantor with copies of all relevant correspondence and documentation); and if the Covenantor has made a payment under CLAUSE clause 2 (CovenantCOVENANT) or under the Tax Warranties in respect of the Tax Liability in question, the Purchaser shall account to the Covenantor for whichever is the lesser of:- (iA) any sum so recovered by the relevant Group Company or Subsidiary, or member of the Purchaser’s Group, in respect of that Tax Liability (subtracting any costs or expenses incurred by the Purchaser or a Group Company in connection with the recovery which have not already been reimbursed, but including any interest or repayment supplement paid by the Tax Authority or other person on or in respect thereof thereof) less any Tax chargeable on that Group Company in respect the Company, the Subsidiary or member of that interest)the Purchaser’s Group; and (iiB) the amount paid by the Covenantor under CLAUSE clause 2 (CovenantCOVENANT) or under the Tax Warranties in respect of that Tax Liability.

RECOVERY FROM OTHER PERSONS. If, 5.1 If after the Covenantors have irrevocably and unconditionally satisfied in full any liability of the event Covenantors under Clause 2.1 (and all further liability or loss or damage the subject of any payment becoming due from the Covenantor under CLAUSE 2 relevant claim (Covenant), a Group including all related costs and expenses) has been made good to the Company either and the Purchaser) the Company is immediately entitled at the due date for the making of that payment to recover from any some other person (not being a member of the Purchaser's Group but including any Tax Authority) any sum in respect of the Tax Liability tax liability that has resulted in that payment becoming due from the Covenantorrelevant liability of the Covenantors aforesaid, or at some subsequent date subsequently becomes entitled to make such a recovery, then the Purchaser Company shall procure that the Group Company entitled to make that recovery shall promptly (in either of those cases) as soon as reasonably practicable after becoming aware of such entitlement notify the Covenantor Covenantors of its entitlement and shall, if reasonably and promptly so required by the Covenantor Covenantors in writing and at subject first to being indemnified and secured to its reasonable satisfaction by the Covenantor's sole expenseCovenantors in respect of all losses, costs, damages and expenses it may thereby incur, take all appropriate reasonable steps to enforce that recovery (keeping the Covenantor fully and promptly Covenantors informed of the progress of any action taken); ) and if the Covenantor has made a payment under CLAUSE 2 (Covenant) in respect of the Tax Liability in question, the Purchaser shall account to the Covenantor Covenantors for whichever is the lesser of:- (iA) any sum so recovered by the relevant Group Company in respect of that Tax Liability (subtracting any costs or expenses incurred by the Purchaser or a Group Company in connection with the recovery which have not already been reimbursed, but including any interest or repayment supplement paid by the a Tax Authority or other person relating to the period after receipt of the relative payment from the Covenantors on or in respect thereof thereof) less any Tax tax chargeable on that Group the Company in respect of that interest)the sum so recovered; and (iiB) the amount paid by the Covenantor under CLAUSE Covenantors pursuant to Clause 2 (Covenant) in respect of that Tax Liabilitythe tax liability in question. 5.2 Clause 5.1 shall not apply to any recovery or repayment of any tax liability giving rise to a payment by the Covenantors under Clause 2 where such repayment or recovery arises by virtue of any such Relief or event as is referred to in Clause 2.2.