Common use of Refunds or Credits Clause in Contracts

Refunds or Credits. Except as otherwise set forth in this Agreement, (i) to the extent any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries are attributable to a Pre-Closing Tax Period, such refunds or credits shall be for the account of WEUS, and (ii) to the extent that any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries are attributable to a Post-Closing Tax Period, such refunds or credits shall be for the account of Parent. Parent shall cause the Company to forward to WEUS or to reimburse WEUS for any such refunds or credits for the account of WEUS within 10 business days from receipt thereof by any of Parent, any of its affiliates or the Company. WEUS shall forward to Parent or reimburse Parent for any refunds or credits for the account of Parent within 10 business days from receipt thereof by WEUS. Any refunds or reimbursements not made within the 10 business day period specified above shall bear interest from the date received by the refunding or reimbursing party at the prime interest rate published in the Wall Street Journal on the tenth business day of the period specified above.

Appears in 2 contracts

Samples: Merger Agreement (Universal Compression Inc), Merger Agreement (Universal Compression Inc)

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Refunds or Credits. Except as otherwise set forth in this Agreement, (i) to the extent any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries or the Subsidiaries are attributable to a Pre-Closing Tax PeriodReturn, such refunds or credits shall be for the account of WEUSSeller, and (ii) to the extent that any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries or the Subsidiaries are attributable to a Post-Closing Tax PeriodReturn, such refunds or credits shall be for the account of Parentthe Buyer. Parent shall The Buyer shall, or cause its Affiliates or the Company to and the Subsidiaries to, forward to WEUS Seller or to reimburse WEUS Seller for any such refunds or credits for the account of WEUS Seller within 10 ten (10) business days from receipt thereof by any of Parentthe Buyer, any of its affiliates Affiliates or the CompanyCompany and the Subsidiaries. WEUS Seller shall forward to Parent the Buyer or reimburse Parent the Buyer for any refunds or credits for the account of Parent the Buyer within 10 ten (10) business days from receipt thereof by WEUSSeller. Any refunds or reimbursements not made within the 10 ten (10) business day period specified above shall bear interest from the date received by the refunding or reimbursing party Party at the prime interest rate published in the Wall Street Journal on the tenth business day of the period specified abovePrime Rate.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Xo Communications Inc), Equity Purchase Agreement (Icahn Carl C Et Al)

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Refunds or Credits. Except as otherwise set forth in this Agreement, (i) to the extent any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries Companies are attributable to a Pre-Closing Tax Period, such refunds or credits shall be for the account of WEUSSeller, and (ii) to the extent that any refunds or credits with respect to Taxes paid by or on behalf of the Company and its subsidiaries Companies are attributable to a Post-Closing Tax Period, such refunds or credits shall be for the account of ParentBuyer. Parent To the extent any refunds or credits with respect to Taxes of the Companies are attributable to a Straddle Period, such refund or credit shall be apportioned between Buyer and Seller based on the appropriate allocation method set forth in Section 6.1(c). Buyer shall, or shall cause its Affiliates or the Company to Companies to, forward to WEUS Seller or to reimburse WEUS Seller for any such refunds or credits for the account of WEUS Seller within 10 business ten (10) days from receipt thereof by any of ParentBuyer, its Affiliates or any of its affiliates or the Company. WEUS Seller shall forward to Parent Buyer or reimburse Parent Buyer for any refunds or credits for the account of Parent Buyer within 10 business ten (10) days from receipt thereof by WEUSSeller or any of its Affiliates. Any refunds In respect of any Tax credit, Buyer shall pay Seller (or reimbursements not made within Seller shall pay Buyer as the 10 business day period specified above shall bear interest from case may be) only when Buyer (or Seller as the date received case may be) actually receives the benefit of such credit by the refunding or reimbursing party at the prime interest rate published way of immediate reduction in the Wall Street Journal on the tenth business day of the period specified aboveamount it would otherwise pay.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nuevo Energy Co)

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