Taxes Payable. 7.1 The Corporation agrees to reimburse the Indemnified Party for the net amount of all taxes payable by the Indemnified Party under the taxing laws of any jurisdiction as a result of the payment or reimbursement or Advance under this Agreement, including this clause, constituting a taxable benefit to the Indemnified Party.
Taxes Payable. The JVC shall pay taxes in accordance with the applicable laws and regulations of PRC, and shall enjoy the preferential tax treatment it is entitled to under the Income Tax Law for Foreign Investment Enterprises and other applicable laws and regulations of PRC. In respect, Party A shall give its utmost assistance.
Taxes Payable. For purposes of this Agreement, the following portions of any Taxes payable with respect to a Tax period beginning on or prior to the Closing Date and ending after the Closing Date (a “Straddle Period”) shall be allocated to the Pre-Closing Tax Period:
(i) in the case of Taxes that are either (A) based upon or related to income or receipts or (B) imposed in connection with any sale or other transfer or assignment of property (real or personal, tangible or intangible), other than conveyances pursuant to this Agreement, the amount which would be payable if the taxable year ended on the Closing Date; and
(ii) in the case of Taxes imposed on a periodic basis with respect to the assets or otherwise measured by the level of any item, the amount equal to the product of (A) the amount of such Taxes for the entire period (or, in the case of such Taxes determined on an arrears basis, the amount of such Taxes for the immediately preceding period) and (B) a fraction, the numerator of which is the number of calendar days in the portion of the Straddle Period ending on (and including) the Closing Date and the denominator of which is the number of calendar days in the entire Straddle Period.
Taxes Payable. The JVC shall pay taxes in accordance with the applicable laws and regulations of PRC, and shall enjoy the preferential treatment it is entitled to under the Income Tax Law for Foreign Investment Enterprises and other applicable laws and regulations of the province and of PRC. Party A shall, in this respect, provide its utmost assistance. 42. Profits Distribution:
(1) the Board of Directors shall, within four months of the end of a financial year, and after deductions are made for common reserve, workers' compensation and pension, decide on the amount of retained earnings and the pro rata distribution of dividend.
(2) any gross revenue generated annually in each Phase of operation shall first be used for payment of taxes, fees and charges in accordance with the provisions of applicable tax laws and regulations of PRC, and then applied for the recovery of costs in that Phase. The remainder shall be the profit to be allocated between Party A and Party B in accordance with their Share Interest.
(3) Party B shall enjoy priority in receiving foreign exchange payment in any profit of the JVC. Foreign exchange will be U.S. Dollars converted from Renminbi, with the conversion rate being the average sell and buy rate at the People's Bank of China of the date when the Board of Directors decides to distribute profits. If the JVC does not have sufficient foreign exchange to advance to Party B, the JVC shall, as instructed by Party B, convert the Renminbi profit payable to Party B at the bank at the average exchange rate for foreign exchanges, and pay such converted foreign exchange to Party B. If the JVC is unable to make such conversion, then it shall, as instructed by Party B, deposit an equivalent amount in Renminbi in an independent savings account opened in the name of the JVC for the benefit of Party B. The JVC or Party A shall not use the principal or interest thereon in this account. If Party B's instructions and requirements comply with the laws of PRC, the JVC should immediately perform the instructions of Party B to deposit Party B's profits into the bank account.
Taxes Payable. The Corporation, as trustee of POT, agrees to reimburse the Indemnitee for the net amount of tax payable by the Indemnitee under the taxing laws of any jurisdiction provided that such net taxes payable are directly a result of the payment or reimbursement of Losses and/or Environmental Losses under this Agreement, including this clause, constituting a taxable benefit to the Indemnitee.
Taxes Payable. All present and future taxes payable in respect of, calculated by reference to or deducted from payments under the Finance Documents (other than taxes payable on the overall net income of any Bank or the Facility Office through which it is lending by the jurisdiction in which it is located) shall be for the account of the Obligors. If any deduction or payment is required to be made, the relevant Obligor shall make all necessary payments to ensure that, after the making of the required deduction or payment, the relevant person receives and retains (free from any liability) a net sum equal to the sum which it would have received and so retained had no such deduction or payment been made or required to be made and shall, within thirty days after it has made such payment to any applicable authority, deliver to the Facility Agent an original receipt (or a certified copy thereof) issued by such authority evidencing the payment.
Taxes Payable. Client acknowledges and agrees that it shall be responsible for payment of all applicable taxes including, but not limited to, Goods and Services Tax and applicable provincial taxes.
Taxes Payable. Notwithstanding and in lieu of the procedures set forth in Section 7.4, upon Parent’s request, the Securityholders’ Representative shall authorize transfer to Parent from the Escrow Account in immediately available funds within 15 days following the filing of the applicable Tax Return, an amount equal to (i) the Taxes shown as owing on all CEA 2010 Income Tax Returns, if any, less the Tax Adjustment Amount (ii) the Taxes shown as owing on all other Tax Returns filed by Parent that include a period that ends on the Closing Date (other than the CEA 2010 Income Tax Returns) except to the extent such Taxes were included as a liability in the computation of Net Working Capital (as finally determined pursuant to Section 1.10), and (iii) the Former Securityholders’ share of Taxes owing on all Tax Returns filed or caused to be filed by Parent that includes a Straddle Period except to the extent such Taxes were included as a liability in the computation of Net Working Capital (as finally determined pursuant to Section 1.10), which share shall be that portion of the Taxes for the Straddle Period that are properly allocable to the period that the Former Securityholders owned the Company Shares and the CEA Shares as described in Section 4.11(c). If the Taxes shown as owing on any Tax Return filed pursuant to (i) or (ii) above are less than the amount of Taxes paid by the Company or CEA prior to the Closing Date in respect of such Taxes (including the Tax Adjustment Amount) (in each case, an “Overpayment”) Parent shall pay over to the Securityholders’ Representative on behalf of the Former Securityholders any such Overpayment within 15 days following the filing of such Tax Return.
Taxes Payable a) Each Obligor shall make all payments to be made by it without any Tax Deduction, unless a Tax Deduction is required by law.
b) The Company shall promptly upon becoming aware that an Obligor must make a Tax Deduction (or that there is any change in the rate or the basis of a Tax Deduction) notify the Agent accordingly. Similarly, a Lender shall promptly notify the Agent on becoming so aware in respect of a payment payable to a Lender. If the Agent receives such notification from a Lender, it shall promptly notify the Company and that Obligor.
c) If a Tax Deduction is required by law to be made by an Obligor, the amount of the payment due from that Obligor shall be increased to an amount which (after making any Tax Deduction) leaves an amount equal to the payment which would have been received if no Tax Deduction had been required.
d) An Obligor is not required to make an increased payment to a Lender under paragraph c) above, if on the date on which the payment falls due the provisions of Clause 12.2 (Qualifications to Taxes Payable) apply.
e) If an Obligor is required to make a Tax Deduction, that Obligor shall make that Tax Deduction and any payment required in connection with that Tax Deduction within the time allowed and in the minimum amount required by law.
f) Within 30 days of making either a Tax Deduction or any payment required in connection with that Tax Deduction, the Obligor making that Tax Deduction shall deliver to the Agent for the Finance Party entitled to the payment evidence reasonably satisfactory to that Finance Party that the Tax Deduction has been made or (as applicable) any appropriate payment paid to the relevant taxing authority.
Taxes Payable. Other Current Liabilities --------- --------- --------- Current Liabilities --------- --------- --------- Consolidated Working Capital $ $ $ ========= ========= =========
