GST Undertaking and Indemnity definition

GST Undertaking and Indemnity means the GST undertaking and indemnity attached as Schedule B hereto;
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GST Undertaking and Indemnity means an undertaking and indemnity by Ivanhoe II in favour of the Xxxxx Transferors with respect to GST payable under the Excise Act in respect of the Transactions.
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GST Undertaking and Indemnity means the GST undertaking and indemnity in a form acceptable to the Vendor's Solicitor, acting reasonably, as provided for in Section 5.3;
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Examples of GST Undertaking and Indemnity in a sentence

  • If Ivanhoe II fails to provide the GST Undertaking and Indemnity to the Xxxxx Transferors by the Closing, or if the purchaser is not at Closing registered as a registrant under the Act, the Ivanhoe Transferee shall pay to the Xxxxx Transferors at Closing, the GST required to be paid pursuant to the Excise Act with respect to the Transactions in addition to the Purchase Price.

  • On the Closing Date, Ivanhoe II shall provide the Xxxxx Transferors with the GST Undertaking and Indemnity confirming that the purchaser is purchasing the Xxxxxxx Xxxxx Subject Assets and the Xxxxxxx Xxxxx Peripheral Property Subject Assets on its own account and not in trust for any other Person and that the purchaser is registered pursuant to the Excise Act for the purposes of paying GST in Canada and that such registration has not been varied, cancelled or revoked, together with its registration number.

  • The Real Property Purchasers will provide the Vendor with a GST Undertaking and Indemnity at Closing.

Related to GST Undertaking and Indemnity

  • L/C Undertaking has the meaning set forth in Section 2.12(a).

  • parent undertaking means a parent undertaking as defined in point (15)(a) of Article 4(1) of Regulation (EU) No 575/2013;

  • Group Undertaking means the Company or another undertaking in the group;

  • Undertaking Letter The letter in substantially the form set forth in Exhibit C of the Trust Agreement.

  • Standard Securitization Undertakings means representations, warranties, covenants and indemnities entered into by the Borrower or any Subsidiary of the Borrower that are customary in a Securitization Financing.

  • railway undertaking means any public or private undertaking licensed according to this Directive, the principal business of which is to provide services for the transport of goods and/or passengers by rail with a requirement that the undertaking ensure traction; this also includes undertakings which provide traction only;

  • Letter of Undertaking means the letter of undertaking from, amongst others, the Issuer and its Managing Directors to the Initial Purchaser, Investment Manager and the Trustee.

  • protection and indemnity risks means the usual risks covered by a protection and indemnity association managed in London, including pollution risks and the proportion (if any) of any sums payable to any other person or persons in case of collision which are not recoverable under the hull and machinery policies by reason of the incorporation in them of clause 6 of the International Hull Clauses (1/11/02 or 1/11/03), clause 8 of the Institute Time Clauses (Hulls) (1/11/95) or clause 8 of the Institute Time Clauses (Hulls) (1/10/83) or the Institute Amended Running Down Clause (1/10/71) or any equivalent provision;

  • Indemnity means the payment of an amount to offset all or part of an insured loss.

  • reinsurance undertaking means reinsurance undertaking as defined in point (4) of Article 13 of Directive 2009/138/EC;

  • Indemnification Agreements shall have the meaning set forth in Section 6.01(a).

  • Disclosure Undertaking means the Continuing Disclosure Undertaking, dated as of the Dated Date, relating to certain obligations contained in the SEC Rule.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • subsidiary undertaking means an undertaking controlled by a parent undertaking, including any subsidiary undertaking of an ultimate parent undertaking;

  • Tax Indemnity Agreement means that certain Tax Indemnity Agreement [NW ____ _], dated as of the date hereof, between the Owner Participant and Lessee, as originally executed or as modified, amended or supplemented pursuant to the applicable provisions thereof.

  • Limit of Indemnity means the amount stated in the Schedule pursuant to Clause 5 of this Policy.

  • financial undertaking means any of the following entities:

  • insurance undertaking means insurance undertaking as defined in point (1) of Article 13 of Directive 2009/138/EC of the European Parliament and of the Council of 25 November 2009 on the taking-up and pursuit of the business of Insurance and Reinsurance (Solvency II) (1);

  • Tax Indemnity means the deed of covenant against taxation, in the Agreed Terms, to be entered into on the Closing Date between the Seller and the Purchaser;

  • group of undertakings means a controlling undertaking and its controlled undertakings;

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Confidentiality Undertaking means a confidentiality undertaking substantially in a recommended form of the LMA or in any other form agreed between the Borrower and the Agent.

  • ancillary services undertaking means an undertaking the principal activity of which consists in owning or managing property, managing data-processing services, or any other similar activity which is ancillary to the principal activity of one or more credit institutions;

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Tax Representation Letters shall have the meaning set forth in Section 5.11(c).

  • Approved Manager’s Undertaking means, in relation to each Ship, a letter of undertaking executed by the Approved Manager in favour of the Security Trustee in the Agreed Form agreeing certain matters in relation to the Approved Manager serving as the manager of that Ship and subordinating the rights of the Approved Manager against such Ship and the relevant Borrower to the rights of the Security Trustee under the Finance Documents;