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Common use of Tax Benefits Clause in Contracts

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.

Appears in 5 contracts

Samples: Tax Matters Agreement (Westinghouse Air Brake Technologies Corp), Tax Matters Agreement (Westinghouse Air Brake Technologies Corp), Tax Matters Agreement (Transportation Systems Holdings Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 9 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d9(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 3 contracts

Samples: Tax Matters Agreement (Reynolds Consumer Products Inc.), Tax Matters Agreement (Reynolds Consumer Products Inc.), Tax Matters Agreement (Reynolds Consumer Products Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d11(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the Taxable year such indemnification obligation arisesarises and the two Taxable years following such year, determined on a “with and without” basis.

Appears in 2 contracts

Samples: Tax Matters Agreement (Kontoor Brands, Inc.), Tax Matters Agreement (Kontoor Brands, Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 8 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d8(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 2 contracts

Samples: Tax Matters Agreement (Pactiv Evergreen Inc.), Tax Matters Agreement (Pactiv Evergreen Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 12 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(d12(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.

Appears in 2 contracts

Samples: Tax Matters Agreement, Tax Matters Agreement (Leidos Holdings, Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d11(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the taxable year such indemnification obligation arisesarises and the two taxable years following such year, determined on a “with and without” basis.

Appears in 2 contracts

Samples: Tax Matters Agreement (Conagra Brands Inc.), Tax Matters Agreement (Lamb Weston Holdings, Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d11(e), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the Taxable year such indemnification obligation arisesarises and the two Taxable years following such year, determined on a “with and without” basis.

Appears in 2 contracts

Samples: Tax Matters Agreement (V F Corp), Tax Matters Agreement (Kontoor Brands, Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax benefit 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(d11(f), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the Taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 2 contracts

Samples: Tax Matters Agreement (Loyalty Ventures Inc.), Tax Matters Agreement (Alliance Data Systems Corp)

Tax Benefits. If an indemnification obligation of any Indemnifying Party under this Section 14 ‎Section 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax benefit 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(d‎Section 11(f), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the Taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 1 contract

Samples: Tax Matters Agreement (Loyalty Ventures Inc.)

Tax Benefits. If an indemnification obligation of any Indemnifying Party party under this Section 14 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d11(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 1 contract

Samples: Tax Matters Agreement (Livent Corp.)

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. 33 SECTION 15.

Appears in 1 contract

Samples: Tax Matters Agreement

Tax Benefits. If an indemnification obligation of any Indemnifying Party party under this Section 14 ‎‎Section 11 arises in respect of an adjustment that makes allowable to an Indemnified Party Indemnitee any offsetting deduction or other item that would reduce taxes Tax Benefit 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(d‎Section 11(d), minus (ii) the reduction in actual cash Taxes payable by the Indemnified Party Indemnitee in the taxable year such indemnification obligation arises, determined on a “with and without” basis.

Appears in 1 contract

Samples: Tax Matters Agreement (Livent Corp.)