Common use of Taxes and Governmental Charges Clause in Contracts

Taxes and Governmental Charges. [**] of all taxes assessed on NU which are attributable to [**] when they become due, which shall include all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed and attributable against NECOM's installation, maintenance or operation of the connections to the Cable or against NECOM's business with regards to the Cable or the connection thereof, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax or assess other governmental charges. Upon said payment to NU, NU shall indemnify NECOM against any and all actions which may be brought against NU and NECOM with regard to NU's remittance of said payments to any taxing authority or governmental agency. NECOM shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 34. NU shall [**] all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed against the Cable, installation, maintenance or operation of the connections to the Cable or against NU's business with regards to the Cable or the connection thereto, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax and assess other governmental charges. NU shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 34. NU warrants that it shall remit all tax payments to taxing authorities and governmental agencies and shall not cause the Cable to be levied, attached, or otherwise encumbered by any taxing authority by not having done so. Each party shall pay without apportionment any taxes levied on it based on its business profits. Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. [**]. NU shall take reasonable efforts suggested by NECOM to minimize the amount of said income tax liability on its return(s), in accordance with applicable laws and regulations. At present, based upon using a twenty-year depreciation schedule, the parties estimate this tax liability to be [**]. NECOM shall hold harmless, indemnify and defend NU in the event [**] that NU may request from NECOM from time to time and which NECOM agrees to provide, which [**] described in this paragraph. If said [**] has not been attained on the [**] of this Agreement, NECOM agrees to [**] specified in Section 22.1(b)(i) [**] sufficient to [**] by the [**] of this Agreement, provided that such payments do not put NECOM into default under any financial agreements then in place. If such payments would cause an Event of Default under any financial document, the parties agree to use their best efforts to devise and agree upon an alternative payment plan that would [**] by the [**] of this Agreement. Thereafter, the payment as specified in Section 22.1(b)(i) shall be due and owing. In a given year, [**] shall only be [**].

Taxes and Governmental Charges. [**] The Grantee shall pay the Grantor the pro rata amount based on the number of fiber optic filaments under each Party's control, of all taxes assessed on NU the Grantor which are attributable to [**] the Grantee's portion of the Cable, New Buildings and Equipment. The Grantee shall pay the Grantor said taxes when they become due, which shall include all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed and attributable against NECOMthe Grantee's installation, maintenance or operation of the connections to the Cable or against NECOMthe Grantee's business with regards to the Cable or the connection thereof, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax or assess other governmental charges. Upon said payment to NUGrantor, NU Grantor shall indemnify NECOM Grantee against any and all actions which may be brought against NU Grantor and NECOM Grantee with regard to NUGrantor's remittance of said payments to any taxing authority or governmental agency. NECOM Grantee shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 34. NU The Grantor shall [**] pay, when they become due, the pro rata amount based on the number of fiber optic filaments under each Party's control, all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed against the Cable, installation, maintenance or operation of the connections to the Cable or against NUthe Grantor's business with regards to the Cable or the connection thereto, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax and assess other governmental charges. NU Grantor shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 34. NU Grantor warrants that it shall remit all tax payments to taxing authorities and governmental agencies and shall not cause the Cable to be levied, attached, or otherwise encumbered by any taxing authority by not having done so. Each party shall pay without apportionment any taxes levied on it based on its business profits. Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. [**]. NU Grantor shall take reasonable efforts suggested by NECOM Grantee to minimize the amount of said income tax liability on its return(s), in accordance with applicable laws and regulations. At present, based upon using a twenty-year depreciation schedule, the parties estimate this tax liability to be [**]. NECOM Grantee shall hold harmless, indemnify and defend NU Grantor in the event [**] that NU Grantor may request from NECOM Grantee from time to time and which NECOM Grantee agrees to provide, which [**] described in this paragraph. If said [**] has not been attained on the [**] of this Agreement, NECOM Grantee agrees to [**] specified in Section 22.1(b)(i) [**] sufficient to [**] by the [**] of this Agreement, provided that such payments do not put NECOM Grantee into default under any financial agreements then in place. If such payments would cause an Event of Default under any financial document, the parties agree to use their best efforts to devise and agree upon an alternative payment plan that would [**] by the [**] of this Agreement. Thereafter, the payment as specified in Section 22.1(b)(i) shall be due and owing. In a given year, [**] shall only be [**].

Taxes and Governmental Charges. [**] The Grantee shall pay the Grantor the pro rata amount based on the number of fiber optic filaments under each party's control, of all taxes assessed on NU the Grantor which are attributable to [**] the Grantee's portion of the Cable, buildings and Equipment. The Grantee shall pay the Grantor said taxes when they become due, which shall include all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed and attributable against NECOMthe Grantee's installation, maintenance or operation of the connections to the Cable or against NECOMthe Grantee's business with regards to the Cable or the connection thereofthereto, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax or assess other governmental charges. Upon said payment to NUthe Grantor, NU the Grantor shall indemnify NECOM the Grantee against any and all actions which may be brought against NU the Grantor and NECOM the Grantee with regard to NUthe Grantor's remittance of said payments to any taxing authority or governmental agency. NECOM The Grantee shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 34. NU The Grantor shall [**] pay, when they become due, the pro rata amount based on the number of fiber optic filaments under each party's control, all taxes, assessments and governmental charges of any kind whatsoever lawfully levied or assessed against the Cable, installation, maintenance or operation of the connections to the Cable or against NUthe Grantor's business with regards to the Cable or the connection thereto, including without limitation, all franchise and other fees to any Federal, State, City or other jurisdiction having the authority to tax and assess other governmental charges. NU The Grantor shall have the right to pay the tax or charge under protest without being subjected to a default notice under Section 3433. NU The Grantor warrants that it shall remit all tax payments to taxing authorities and governmental agencies and shall not cause the Cable to be levied, attached, or otherwise encumbered by any taxing authority by not having done so. Each party shall pay without apportionment any taxes levied on it based on its business profits. Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. [**]. NU shall take reasonable efforts suggested by NECOM to minimize the amount of said income tax liability on its return(s), in accordance with applicable laws and regulations. At present, based upon using a twenty-year depreciation schedule, the parties estimate this tax liability to be [**]. NECOM shall hold harmless, indemnify and defend NU in the event [**] that NU may request from NECOM from time to time and which NECOM agrees to provide, which [**] described in this paragraph. If said [**] has not been attained on the [**] of this Agreement, NECOM agrees to [**] specified in Section 22.1(b)(i) [**] sufficient to [**] by the [**] of this Agreement, provided that such payments do not put NECOM into default under any financial agreements then in place. If such payments would cause an Event of Default under any financial document, the parties agree to use their best efforts to devise and agree upon an alternative payment plan that would [**] by the [**] of this Agreement. Thereafter, the payment as specified in Section 22.1(b)(i) shall be due and owing. In a given year, [**] shall only be [**].