Common use of Transactions Occurring After the Distribution Date Clause in Contracts

Transactions Occurring After the Distribution Date. If as a result of any transaction occurring after the Distribution Date and involving either the stock, assets or debt (or any combination thereof) of International or of any member of the Hussmann Group (including any transactions of the type described in Section 4.05 below), any Restructuring Taxes are imposed upon Xxxxxxx or any other member of the Xxxxxxx Group, then International shall pay and shall indemnify and hold harmless Xxxxxxx and each member of the Xxxxxxx Group from and against all such Restructuring Taxes at any time paid by Xxxxxxx or any member of the Xxxxxxx Group. Such payment and indemnification shall be made by International no later than fifteen (15) days after the later to occur of: (a) written notice from Xxxxxxx, which notice shall be accompanied by a computation of the amounts due; or (b) a final determination of said Restructuring Taxes is made after exhausting any informal, administrative, arbitration or judicial remedies.

Appears in 2 contracts

Samples: Tax Sharing Agreement (Hussmann International Inc), Tax Sharing Agreement (Whitman Corp)

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Transactions Occurring After the Distribution Date. If as a result of any transaction occurring after the Distribution Date and involving either the stock, assets or debt (or any combination thereof) of International Midas or of any member of the Hussmann Midas Group (including any transactions of the type described in Section 4.05 below), any Restructuring Taxes are imposed upon Xxxxxxx or any other member of the Xxxxxxx Group, then International Midas shall pay and shall indemnify and hold harmless Xxxxxxx and each member of the Xxxxxxx Group from and against all such Restructuring Taxes at any time paid by Xxxxxxx or any member of the Xxxxxxx Group. Such payment and indemnification shall be made by International Midas no later than fifteen (15) days after the later to occur of: (a) written notice from Xxxxxxx, which notice shall be accompanied by a computation of the amounts due; or (b) a final determination of said Restructuring Taxes is made after exhausting any informal, administrative, arbitration or judicial remedies.

Appears in 2 contracts

Samples: Tax Sharing Agreement (Midas Group Inc), Tax Sharing Agreement (Midas Inc)

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