Common use of Secondary Liability Clause in Contracts

Secondary Liability. No transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax or deprived of Relief otherwise available to it or may otherwise be held liable for or to indemnify any person in respect of any Tax for which some other company or person was primarily liable (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX

Appears in 2 contracts

Samples: Share Purchase Agreement (Aether Systems Inc), Share Purchase Agreement (Aether Systems LLC)

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Secondary Liability. No transaction or event has occurred in consequence of which the any Group Company is or may be held liable for any Tax or deprived of Relief relief or allowances otherwise available to it in consequence of any Tax or may otherwise be held liable for or to indemnify any person in respect of any Tax for which Tax, where some other company or person was is or may become primarily liable for the Tax in question (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Willbros Group, Inc.\NEW\)

Secondary Liability. No transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax tax or deprived of Relief relief or allowances otherwise available to it or may otherwise be held liable for or to indemnify any person in respect of any Tax tax for which some other company or person was primarily liable (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX

Appears in 2 contracts

Samples: Acquisition Agreement (Leisure Travel Group Inc), Acquisition Agreement (European Micro Holdings Inc)

Secondary Liability. No So far as the Vendors are aware, no transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax Taxation or deprived of Relief reliefs or allowances otherwise available to it or may be otherwise be held liable for or to indemnify any person in respect of any Tax Taxation for which some other company or person was primarily liable (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX.

Appears in 2 contracts

Samples: Share Purchase Agreement (Dollar Financial Group Inc), Share Purchase Agreement (Dollar Financial Group Inc)

Secondary Liability. (a) No transaction transaction, act, omission or event has occurred in consequence of which the Company is or may be held liable for any Tax or deprived of any Relief otherwise available to it or may otherwise be held liable for or to indemnify any person in respect of any Tax for which where some other company or person was is primarily liable for the Tax in question (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX. (b) No transaction, act, omission or event has occurred which has resulted or could result in any charge, lien, security interest, encumbrance or other third party right arising over any of the Company’s assets in respect of unpaid Tax.

Appears in 1 contract

Samples: Share Purchase Agreement (Upland Software, Inc.)

Secondary Liability. No transaction or event has occurred in consequence of which the Company is or has been or may be held liable for any Tax or deprived of Relief otherwise available to it or may otherwise be held liable for or to indemnify any person in respect of any Tax taxation for which some other company or person was is primarily liable (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAXliable.

Appears in 1 contract

Samples: Share Sale and Purchase Agreement (Euro Tech Holdings Co LTD)

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Secondary Liability. No transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax or deprived of Relief otherwise available to it or may otherwise be held liable for or to indemnify any person in respect of any Tax for which Tax, where some other company or person was is or may become primarily liable for the Tax in question (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX.

Appears in 1 contract

Samples: Share Purchase Agreement (Cross Country Healthcare Inc)

Secondary Liability. No transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax or deprived of Relief relief or allowances otherwise available to it in consequence of any Tax or may otherwise be held liable for or to indemnify any person in respect of any Tax for which Tax, where some other company or person was is or may become primarily liable for the Tax in question (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX.

Appears in 1 contract

Samples: Share Purchase Agreement (Herley Industries Inc /New)

Secondary Liability. 5.14.1 No transaction or event has occurred in consequence of which the Company is or may be held liable for any Tax taxation or deprived of Relief any relief or allowance otherwise available to it or may be otherwise be held liable for or to indemnify any person in respect of any Tax taxation for which some other company or person was primarily liable (whether by reason of any such other company being or having been a member of the same group of companies or otherwise). CORPORATION TAX. 5.14.2 There is no liability (including a contingent liability) of the Company which arises under Section 190 CGA 1992 in respect of any chargeable gain which has accrued or may accrue to the Company.

Appears in 1 contract

Samples: Share Purchase Agreement (Interliant Inc)

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