Taxation Warranties. 8.1 The Seller shall not be liable for a breach of a Tax Warranty relating to a post-Accounts Date tax liability unless such tax liability Abbey National as a consequence of or by reference to any of the events listed in paragraphs (a) to (e) inclusive of sub-clause (ii) of clause 2 (Covenant) of the Tax Covenant. In this paragraph 8.1, a post-Accounts Date tax liability means a tax liability of the Company which Abbey National as a consequence of or by reference to an event occurring or being deemed to occur after the Accounts Date.
8.2 Clauses 3 (Limits on Clause 2), 4 (Mitigation), 5 (Over-Provisions, Reliefs, etc), 6 (Recovery from Other Persons), 7 (Claims Procedure), 9 (Due Date of Payment) and 10 (Deductions from Payments, etc) of the Tax Covenant shall apply mutatis mutandis to claims, liabilities and payments in respect of the Tax Warranties as they apply to claims, liabilities and payments under the Tax Covenant.
Taxation Warranties. 1 Post Accounts Date
(a) no accounting period has ended for the purposes of any Taxation;;
(b) the Company has not paid any Taxation after its due date for payment and is not liable for any Taxation the due date for payment of which has passed;
(c) the Company has not declared or paid any dividend or made any other distribution for the purposes of any Taxation.
Taxation Warranties. POST ACCOUNTS DATE
Taxation Warranties. 14.1 Ail notices, returns, computations, registrations and payments which should have been made by the Company for any Taxation purpose have been made within the requisite periods and are up-to-date, correct and on a proper basis and none of them is or, so far as the Seller is aware, is likely to be the subject of any dispute with any Taxation Authority.
14.2 The Company has duly and properly made all Taxation claims, disclaimers, elections and surrenders and given all notices and consents and done all other things in respect of Taxation the making, giving or doing of which was assumed to have been made for the purposes of the balance sheet comprised in the Accounts.
14.3 The Company has deducted and properly accounted to the appropriate Taxation Authority for all amounts which it has been obliged to deduct or otherwise account in respect of Taxation (whether under the Pay as You Earn system or otherwise), has complied fully with all reporting requirements relating to all such amounts and has (where required by the applicable Taxation Statute) duly provided certificates of deduction of tax to the recipients of payments from which deductions have been made.
14.4 The Company maintains complete, correct and up-to-date records which are necessary for all Taxation purposes.
14.5 The Company is not involved in any dispute with any Taxation Authority concerning any matter likely to affect in any way the liability of the Company to Taxation and so far as the Seller is aware there are no circumstances which are likely to give rise to such a dispute.
14.6 The Company has not within the seven years ending on the date of this Agreement entered into or been a party to any scheme, arrangement or transaction having no commercial purpose but which is designed partly or wholly for the purpose of avoiding or deferring Taxation or reducing a liability to Taxation.
14.7 If each of the capital assets of the Company owned at the Accounting Date was disposed of for a consideration equal to the book value of that asset in, or adopted for the purpose of, the balance sheet comprised in the Accounts or, in the case of assets acquired since the Accounting Date, equal to the consideration given on acquisition, no liability to corporation tax on chargeable gains or balancing charge under the Capital Allowances Act 2001 would arise (and for this purpose there will be disregarded any relief available to the Company other than amounts falling to be deducted from the consideration receivab...
Taxation Warranties. For the purposes of this Part, a reference to any English statute, statutory provision or type of Tax will, for any jurisdiction other than England and Wales, include a reference to the statute, statutory provision or type of Tax which most nearly corresponds to it in that jurisdiction.
Taxation Warranties. In addition to the definitions in Clause 1, in this Schedule 3, Part 2 the following definitions apply: CTA 2009 means Corporation Tax Axx 0000 CTA 2010 means Corporation Tax Axx 0000
Taxation Warranties. 20. TAXATION 20
Taxation Warranties. (Under clause 1.9, references to any statutory provision of the United Kingdom shall be deemed to include a reference to any similar statute, law, regulation, notice, directive or similar provision of any other jurisdiction and references to any United Kingdom Tax shall include any corresponding or similar Tax in any relevant foreign jurisdiction. Please refer to clause 1.9 for the full text.)
Taxation Warranties. (Under sub-clause 1.9, references to any statutory provision of the United Kingdom shall be deemed to include a reference to any similar statute, law, regulation, notice, directive or similar provision relating to Taxation of any other jurisdiction. Please refer to sub-clause 1.9 for the full text. Under sub-clause 1.13, references to the Company shall be deemed to refer to each Group Company in turn.)
Taxation Warranties. 61 31 INTERPRETATION..................................... 61 PART 2 - TAX WARRANTIES................................ 63 32 Returns, disputes and clearances................... 63 33
