UK Tax Credit Sample Clauses

UK Tax Credit. If a Borrower makes a UK Tax Payment and the relevant Credit Party determines that (A) a UK Tax Credit is attributable to an increased payment of which that UK Tax Payment forms part, to that UK Tax Payment or to a UK Tax Deduction in consequence of which that UK Tax Payment was required, and (B) that Credit Party has obtained and utilized that UK Tax Credit, the Credit Party shall pay an amount to the Borrower which will leave it (after that payment) in the same after-Tax position as it would have been in had the UK Tax Payment not been required to be made by that Borrower.
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UK Tax Credit. If a Credit Party makes a UK Tax Payment and the relevant Recipient determines (in its sole discretion) that: (A) a UK Tax Credit is attributable to an increased payment of which that UK Tax Payment forms part, to that UK Tax Payment or to a UK Tax Deduction in consequence of which that UK Tax Payment was required; and (B) that Recipient or an Affiliate of that Recipient has obtained and utilized that UK Tax Credit, the Recipient shall pay an amount to the Credit Party which that Recipient determines (in its sole discretion) will leave it (after that payment) in the same after-Tax position as it would have been in had the UK Tax Payment not been required to be made by the Credit Party, provided that if the relevant Recipient has made a payment in respect of such a UK Tax Credit to a Credit Party under this Section 3.02A(f) and is required to repay all or any part of a UK Tax Credit to the relevant taxing authority or Governmental Authority, the Credit Parties agree to repay to the relevant Recipient an amount equal to the lower of (a) the amount the relevant Recipient paid to that Credit Party under this Section 3.02A(f) in respect of such UK Tax Credit and (b) the amount the relevant Recipient is required to repay to such taxing authority or Governmental Authority.
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UK Tax Credit. If a U.K. Borrower makes a U.K. Tax Payment and the relevant U.K. Lender Party determines that (i) a U.K. Tax Credit is attributable to an increased payment of which that U.K. Tax Payment forms part, to that U.K. Tax Payment or to a U.K. Tax Deduction in consequence of which that U.K. Tax Payment was required, and (ii) that U.K. Lender Party has obtained and utilized that U.K. Tax Credit, the U.K. Lender Party shall pay an amount to such U.K. Borrower which will leave it (after that payment) in the same after-Tax position as it would have been in had the U.K. Tax Payment not been required to be made by such U.K. Borrower.
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UK Tax Credit. If the Merger is consummated and if and when UK Subsidiary receives any amounts in respect of the UK Tax Credit (such aggregate amount shall be referred to herein as the “UK Tax Credit Amount”), then, as soon as reasonably practicable (and in any event within ten (10) Business Days from UK Subsidiary’s receipt of such UK Tax Credit Amount), the UK Acquiror shall pay or cause to be paid the UK Tax Credit Amount to the Primary Escrow Fund and the Consideration Recipients shall be entitled to receive the UK Tax Credit Amount from the Primary Escrow Fund in accordance with the provisions of Section 2.6(f) and Section 8.3. In furtherance of obtaining the UK Tax Credit, the parties hereto agree as follows: (a) The Stockholder Representative, at the sole cost and expense of the Consideration Recipients and with proceeds from the Stockholder Representative Escrow Amount (except to the extent that such costs have been included as Closing Liabilities in the Closing Net Assets Adjustment), will be responsible for preparing and finalizing the audited accounts and corporation tax return of UK Subsidiary for the 2011 fiscal year (the “Tax Documents”), including engaging appropriate finance personnel to assist in such preparation of the Tax Documents. Parent will reasonably cooperate with the Stockholder Representative with respect to the engagement of finance personnel to assist in preparation of the Tax Documents; provided, however, that such cooperation shall not require Parent to incur any out of pocket costs or expenses. (b) Parent shall allow, and shall cause the UK Subsidiary to allow, the Stockholder Representative and its representatives and agents reasonable access, during normal business hours, to the UK Subsidiary’s books, accounts, records and finance personnel of the UK Subsidiary in order for the Stockholder Representative to prepare and finalize the audited accounts and corporation tax return of UK Subsidiary for the 2011 fiscal year (including the applicable books, records and relevant accruals of the Company and the Company Subsidiaries that was used in connection with the Net Assets Calculation). Parent shall have the opportunity to provide comments on the Tax Documents within fifteen (15) calendar days of its receipt of such Tax Documents, and the Stockholder Representative shall procure that all such reasonable comments are reflected in the Tax Documents. (c) Parent shall cause the UK Subsidiary to submit such Tax Documents to HM Revenue & Customs as...
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UK Tax Credit. (a) If a Loan Party makes a Tax Payment and the relevant Finance Party determines, in its sole opinion, that: (i) a Tax Credit is attributable to that Tax Payment; and (ii) that Finance Party has obtained, utilised and retained that Tax Credit, the Finance Party shall (subject to paragraph (b) below and to the extent that such Finance Party can do so without prejudicing the availability and/or the amount of the Tax Credit and the right of that Finance Party to obtain any other benefit, relief or allowance which may be available to it) pay to either the relevant Loan Party such amount which that Finance Party determines, in its sole opinion, will leave it (after that payment) in the same after-tax position as it would have been in had the Tax Payment not been required to be made by the relevant Loan Party. (b) Each Finance Party shall have an absolute discretion as to the time at which and the order and manner in which it realises or utilises any Tax Credits and shall not be obliged to arrange its business or its tax affairs in any particular way in order to be eligible for any credit or refund or similar benefit. (c) No Finance Party shall be obliged to disclose to any other person any information regarding its business, tax affairs or tax computations (including, without limitation, its tax returns or its calculations). (d) If a Finance Party has made a payment to a Loan Party pursuant to this Section 3.05 on account of a Tax Credit and it subsequently transpires that that Finance Party did not receive that Tax Credit, or received a reduced Tax Credit, such Loan Party, shall, on demand, pay to that Finance Party the amount which that Finance Party determines, acting reasonably and in good faith, will put it (after that payment is received) in the same after-tax position as it would have been in had no such payment or a reduced payment been made to such Loan Party. No Finance Party shall be obliged to make any payment under this Section 3.05 if, by doing so, it would contravene the terms of any applicable Law or any notice, direction or requirement of any governmental or regulatory authority (whether or not having the force of law).
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Related to UK Tax Credit

  • Tax Credit If an Obligor makes a Tax Payment and the relevant Finance Party determines that: (a) a Tax Credit is attributable either to an increased payment of which that Tax Payment forms part, or to that Tax Payment; and (b) that Finance Party has obtained, utilised and retained that Tax Credit, the Finance Party shall pay an amount to the Obligor which that Finance Party determines will leave it (after that payment) in the same after-Tax position as it would have been in had the Tax Payment not been required to be made by the Obligor.

  • FOREIGN TAX CREDITS AVIF agrees to consult in advance with LIFE COMPANY concerning any decision to elect or not to elect pursuant to Section 853 of the Code to pass through the benefit of any foreign tax credits to its shareholders.

  • Tax Credits A Creditor Party which receives for its own account a repayment or credit in respect of tax on account of which the Borrowers have made an increased payment under Clause 23.2 shall pay to the Borrowers a sum equal to the proportion of the repayment or credit which that Creditor Party allocates to the amount due from the Borrowers in respect of which the Borrowers made the increased payment, provided that: (a) the Creditor Party shall not be obliged to allocate to this transaction any part of a tax repayment or credit which is referable to a class or number of transactions; (b) nothing in this Clause 23.4 shall oblige a Creditor Party to arrange its tax affairs in any particular manner, to claim any type of relief, credit, allowance or deduction instead of, or in priority to, another or to make any such claim within any particular time; (c) nothing in this Clause 23.4 shall oblige a Creditor Party to make a payment which would leave it in a worse position than it would have been in if the Borrowers had not been required to make a tax deduction from a payment; and (d) any allocation or determination made by a Creditor Party under or in connection with this Clause 23.4 shall be conclusive and binding on the Borrowers and the other Creditor Parties.

  • Tax Deductions With respect to the Equity Compensation held by individuals who are CVC Employees or CVC Directors at the time the Equity Compensation becomes taxable and individuals who are Former CVC Employees at such time, CVC shall claim any federal, state and/or local tax deductions after the Distribution Date, and MSG shall not claim such deductions. With respect to the Equity Compensation held by individuals who are employees of the MSG Group at the time the Equity Compensation becomes taxable and individuals who are Former MSG Employees at such time, MSG shall claim any federal, state and/or local tax deductions after the Distribution Date, and CVC shall not claim such deductions. If either CVC or MSG determines in its reasonable judgment that there is a substantial likelihood that a tax deduction that was assigned to CVC or MSG pursuant to this Section 7.3 will instead be available only to the other party (whether as a result of a determination by the IRS, a change in the Code or the regulations or guidance thereunder, or otherwise), it will notify the other party and both parties will negotiate in good faith to resolve the issue in accordance with the following principle: the party entitled to the deduction shall pay to the other party an amount that places the other party in a financial position equivalent to the financial position the party would have been in had the party received the deduction as intended under this Section 7.3. Such amount shall be paid within 90 days of filing the last tax return necessary to make the determination described in the preceding sentence.

  • Credit Union Deductions The Employer agrees to honor Credit Union deduction requests for members who have properly signed and executed the payroll deduction form. Such deduction shall remain in effect until the Employer is properly notified in writing by the employee of any change.

  • Withholding Tax Indemnity To the extent required by any applicable Law, the Administrative Agent may withhold from any payment to any Lender an amount equivalent to any applicable withholding Tax. If the Internal Revenue Service or any other authority of the United States or other jurisdiction asserts a claim that the Administrative Agent did not properly withhold Tax from amounts paid to or for the account of any Lender for any reason (including, without limitation, because the appropriate form was not delivered or not properly executed, or because such Lender failed to notify the Administrative Agent of a change in circumstance that rendered the exemption from, or reduction of withholding Tax ineffective), such Lender shall, within 10 days after written demand therefor, indemnify and hold harmless the Administrative Agent (to the extent that the Administrative Agent has not already been reimbursed by the Borrower pursuant to Section 3.01 and Section 3.04 and without limiting or expanding the obligation of the Borrower to do so) for all amounts paid, directly or indirectly, by the Administrative Agent as Taxes or otherwise, together with all expenses incurred, including legal expenses and any other out-of-pocket expenses, whether or not such Tax was correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Administrative Agent shall be conclusive absent manifest error. Each Lender hereby authorizes the Administrative Agent to set off and apply any and all amounts at any time owing to such Lender under this Agreement or any other Loan Document against any amount due the Administrative Agent under this Section 9.13. The agreements in this Section 9.13 shall survive the resignation and/or replacement of the Administrative Agent, any assignment of rights by, or the replacement of, a Lender and the repayment, satisfaction or discharge of all other Obligations. For the avoidance of doubt, the term “Lender” for purposes of this Section 9.13 shall include each L/C Issuer and Swing Line Lender.

  • FATCA Deduction (a) Each Party may make any FATCA Deduction it is required to make by FATCA, and any payment required in connection with that FATCA Deduction, and no Party shall be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient of the payment for that FATCA Deduction. (b) Each Party shall promptly, upon becoming aware that it must make a FATCA Deduction (or that there is any change in the rate or the basis of such FATCA Deduction), notify the Party to whom it is making the payment and, in addition, shall notify the Borrower and the Agent and the Agent shall notify the other Finance Parties.

  • Tax Credit for Contributions You may be eligible to receive a tax credit for your IRA contributions. This credit will be allowed in addition to any tax deduction that may apply, and may not exceed $1,000 in a given year. You may be eligible for this tax credit if you are • age 18 or older as of the close of the taxable year, • not a dependent of another taxpayer, and • not a full-time student. The credit is based upon your income (see chart below), and will range from 0 to 50 percent of eligible contributions. In order to determine the amount of your contributions, add all of the contributions made to your IRA and reduce these contributions by any distributions that you have taken during the testing period. The testing period begins two years prior to the year for which the credit is sought and ends on the tax return due date (including extensions) for the year for which the credit is sought. In order to determine your tax credit, multiply the applicable percentage from the chart below by the amount of your contributions that do not exceed $2,000. *Adjusted gross income (AGI) includes foreign earned income and income from Guam, America Samoa, North Mariana Islands, and Puerto Rico. AGI limits are subject to cost-of-living adjustments each year.

  • No Setoff or Deductions; Taxes; Payments The Guarantor represents and warrants that it is organized and resident in the United States of America. The Guarantor shall make all payments hereunder without setoff or counterclaim and free and clear of and without deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions or conditions of any nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein unless the Guarantor is compelled by law to make such deduction or withholding (and provided that nothing contained herein, including without limitation, the foregoing, shall limit or affect the Guarantor’s ability to bring any separate action or claim available to it at law or in equity). If any such obligation (other than one arising with respect to taxes based on or measured by the income or profits of the respective Secured Parties) is imposed upon the Guarantor with respect to any amount payable by it hereunder, the Guarantor will pay to the Agent (for the benefit of the Secured Parties), on the date on which such amount is due and payable hereunder, such additional amount in U.S. dollars as shall be necessary to enable the Agent (on behalf of the Secured Parties) to receive the same net amount which the Agent would have received on such due date had no such obligation been imposed upon the Guarantor. The Guarantor will deliver promptly to the Agent (for the benefit of the Secured Parties) certificates or other valid vouchers for all taxes or other charges deducted from or paid with respect to payments made by the Guarantor hereunder. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.

  • Union Deductions All employees who are covered by the certification with the Union shall, as a condition of continuing employment, authorize a deduction from their pay cheques of the amount of the dues, levies and assessments payable to the Union by a member of the Union. The Employer shall provide a copy of the authorization form, which has been forwarded by the Union, to each new employee. Upon receipt of written notice from the Union, the Employer shall terminate the services of any employee who does not authorize the deduction as above. The Employer agrees to deduct the amount of the Union dues, levies and assessments payable to the Union by an employee in the Union’s bargaining unit. The Union shall inform the Employer in writing of the amount to be deducted from each employee. The Union shall advise the Employer in writing sixty (60) calendar days in advance of any change in the amount to be deducted. The Employer shall remit such dues, levies and assessments to the Union within twenty-eight (28) calendar days from the date of deduction, together with a written statement containing the names of the employees for whom the deductions were made and the amount of each deduction. The Employer shall supply each employee, without charge, a receipt for income tax purposes shown on the T4 slip in the amount of the deductions paid to the Union by the employee in the previous year. Such receipts shall be provided to the employee prior to March 1 of the succeeding year. Deductions for levies and assessments shall be a percentage of wages.

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