Common use of Taxes Indemnified Clause in Contracts

Taxes Indemnified. All payments by the Lessee to any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of withholdings of any nature whatsoever (and at the time that the Lessee is required to make any payment upon which any withholding is required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges, provided, however, that no such additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, or (iii) imposed by the United States by reason of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, further, however, that, notwithstanding the exclusions contained in the preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall be entitled to recover such amounts under the next succeeding sentence. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, the Lessee agrees to indemnify and hold harmless each Tax Indemnitee, on an After-Tax Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, license, documentation or other fees and registration fees), taxes (including, without limitation, income, gross receipts, franchise, sales, use, rental, turnover, business, occupation, excise, value-added, tangible and intangible personal property and stamp taxes), levies, assessments, imposts, duties, charges or withholdings of any nature, together with any and all penalties, additions to tax, fines or interest thereon ("Taxes") imposed upon any Tax Indemnitee, the Lessee or any Person in possession of the Equipment or all or any part of the Equipment by any federal, state or local government, political subdivision, or taxing authority in the United States or its possessions, by any government or taxing authority of or in a foreign country or by any international authority, upon, with respect to or in connection with:

Taxes Indemnified. All payments by the Lessee to any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of withholdings of any nature whatsoever (and at the time that the Lessee is required to make any payment upon which any withholding is required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges, provided, however, that no such additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, or (iii) imposed by the United States by reason of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, further, however, that, notwithstanding the exclusions contained in the preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall be entitled to recover such amounts under the next succeeding sentence. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 7.1, then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date prior to the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, whether or not any Unit is accepted under the Lease the Lessee agrees to indemnify and hold harmless each Tax Indemnitee, on an After-Tax Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, license, documentation or other fees and registration fees), taxes (including, without limitation, income, gross receipts, franchise, sales, use, rental, turnover, business, occupation, excise, value-added, tangible and intangible personal property and stamp taxes), levies, assessments, imposts, duties, charges or withholdings of any nature, together with any and all penalties, additions to tax, fines or interest thereon ("Taxes") imposed upon any Tax Indemnitee, the Lessee or any Person in possession of the Equipment or all or any part of the Equipment by any federal, state or local government, political subdivision, or taxing authority in the United States or its possessions, by any government or taxing authority of or in a foreign country or by any international authority, upon, with respect to or in connection with:

Taxes Indemnified. All payments by the Lessee to any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of withholdings of any nature whatsoever (and at the time that the Lessee is required to make any payment upon which any withholding is required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges, provided, however, that no such additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason Participant other than any Transfer which occurs during the continuance of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, Lease Default or (iii) imposed by the United States by reason Lease Event of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, further, however, that, notwithstanding the exclusions contained in the preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall be entitled to recover such amounts under the next succeeding sentenceDefault. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, the Lessee agrees to indemnify and hold harmless each Tax Indemnitee, on an After-Tax Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, license, documentation or other fees and registration fees), taxes (including, without limitation, income, gross receipts, franchise, sales, use, rental, turnover, business, occupation, excise, value-added, tangible and intangible personal property and stamp taxes), levies, assessments, imposts, duties, charges or withholdings of any nature, together with any and all penalties, additions to tax, fines or interest thereon ("Taxes") imposed upon any Tax Indemnitee, the Lessee or any Person in possession of the Equipment or all or any part of the Equipment by any federal, state or local government, political subdivision, or taxing authority in the United States or its possessions, by any government or taxing authority of or in a foreign country or by any international authority, upon, with respect to or in connection with:indemnity

Taxes Indemnified. All payments by the Lessee to any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of withholdings of any nature whatsoever (and at the time that the Lessee is required to make any payment upon which any withholding is required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges, provided, however, that no such -------- ------- additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, or (iii) imposed by the United States by reason of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, -------- further, however, that, notwithstanding the exclusions contained in the ------- ------- preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall be entitled to recover such amounts under the next succeeding sentence. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, the Lessee agrees to indemnify and hold harmless each Tax Indemnitee, on an After-Tax Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, license, documentation or other fees and registration fees), taxes (including, without limitation, income, gross receipts, franchise, sales, use, rental, turnover, business, occupation, excise, value-added, tangible and intangible personal property and stamp taxes), levies, assessments, imposts, duties, charges or withholdings of any nature, together with any and all penalties, additions to tax, fines or interest thereon ("Taxes") imposed upon any Tax Indemnitee, the Lessee or any Person in possession of the Equipment or all or any part of the Equipment by any federal, state or local government, political subdivision, or taxing authority in the United States or its possessions, by any government or taxing authority of or in a foreign country or by any international authority, upon, with respect to or in connection with: