VAT Credits. In the event that Seattle recognizes a Tax Benefit arising from a VAT Credit in a Post-Distribution Period, Seattle shall make a payment to Houston of the amount of such Tax Benefit within 30 Business Days.
VAT Credits. In the event that a member of the Spinco Group realizes a Tax Benefit arising from a VAT Credit in a Post-Distribution Period, Spinco shall make a payment to Remainco of the amount of such Tax Benefit within 30 Business Days.
VAT Credits. All payments due to Kiniksa from Partner pursuant to this Agreement will be paid without any deduction for any VAT that Partner may be required to collect or pay to any tax authorities in the Territory. Kiniksa will use reasonable efforts to assist Partner to minimize and obtain all available exemptions from such VAT, but if applicable, Partner will pay any such VAT to the proper taxing authorities upon receipt of a valid VAT invoice (where such invoice is required under local VAT laws). If Partner is required to pay or Kiniksa is required to report or pay any such VAT, then Partner will increase the amount of any and all payments under this Agreement upon which such VAT is due as may be necessary so that the net amount Kiniksa receives after making any payments in respect of any such VAT is an amount equal to the sum that it would have received had (i) no such VAT been required to be paid on such amount and (ii) no other Taxes been imposed on any additional amounts payable to Kiniksa. Partner will promptly provide to Kiniksa applicable receipts evidencing payment of such VAT and other documentation reasonably requested by Kiniksa. To the extent that Kiniksa recovers any VAT paid in connection with any payment made by Partner hereunder, then Partner will receive a credit for such refunded or recovered VAT amount, which credit Partner may set off against future payments of amounts due to Kiniksa hereunder.
VAT Credits. All payments due to Blueprint from CStone pursuant to this Agreement will be paid without any deduction for any VAT that CStone may be required to pay to any tax authorities in the Territory. Blueprint will use Commercially Reasonable Efforts to assist CStone to minimize and obtain all available exemptions from such VAT or other taxes, but if applicable, CStone will pay any such VAT to the proper taxing authorities upon receipt of a valid VAT invoice (where such invoice is required under local VAT laws). If CStone is required to pay or Blueprint is required to report, any such VAT, then [***]. CStone will promptly provide to Blueprint applicable receipts evidencing payment of such VAT and other documentation reasonably requested by CStone.
VAT Credits. All payments due to Blueprint from Zai pursuant to this Agreement will be paid without any deduction for any VAT that Zai may be required to pay to any tax authorities in the Territory. Blueprint will use Commercially Reasonable Efforts to assist Xxx to minimize and obtain all available exemptions from such VAT or other taxes, but if applicable, Zai will pay any such VAT to the proper taxing authorities upon receipt of a valid VAT invoice (where such invoice is required under local VAT laws). If Zai is required to pay or Blueprint is required to report, any such VAT, then [****]. Zai will promptly provide to Blueprint applicable receipts evidencing payment of such VAT and other documentation reasonably requested by Blueprint.
VAT Credits. All payments due to BioCryst from Torii pursuant to this Agreement will be paid without any deduction for any VAT that Torii may be required to pay to any tax authorities in the Territory. BioCryst will use reasonable efforts to assist Torii to minimize and obtain all available exemptions from such VAT or other taxes, but if applicable, Torii will pay any such VAT to the proper taxing authorities upon receipt of a valid VAT invoice (where such invoice is required under local VAT laws). If Torii is required to pay or BioCryst is required to report, any such VAT, then Torii will increase the amount of any and all payments under this Agreement upon which such VAT is due as may be necessary so that after making any payments in respect of any such VAT, BioCryst receives an amount equal to the sum that it would have received had no such VAT been required to be paid on such amount. Torii will promptly provide to BioCryst applicable receipts evidencing payment of such VAT and other documentation reasonably requested by Torii.
VAT Credits. Selecta shall use reasonable efforts to assist Astellas to minimize and obtain all available exemptions from such VAT, [***] [***]
VAT Credits. Parent, LuxCo and BHN acknowledge that, prior to the Closing Date, Magfin and SIM have assigned the VAT Credits to Bxxx, for a consideration equal to the face value of the VAT Credits by executing a deed of assignment of the VAT Credits as public deed (atto pubblico), it being understood that such deed has expressly excluded any amendment or novation of the provisions included in this Amendment Agreement with respect to the VAT Credits. Parent, LuxCo and BHN acknowledged that Magfin and SIM notified to the competent VAT office a certified copy of the deed of assignment of the VAT Credits. The Sellers shall cause Bxxx to pay all costs, taxes and expenses arising from or related to the assignment of the VAT Credits, including, without limitation, notarial fees and registration tax. Parent, LuxCo and BHN acknowledge that Magfin’s and SIM’s credits towards Bxxx for the payment of the consideration for the assignment of the VAT Credits have been extinguished prior to the Closing Date by way of set-off against their debts towards Bxxx up to the amount corresponding to each of the Magfin VAT Credit and the SIM VAT Credit.
