Common use of 5Withholding Clause in Contracts

5Withholding. (a) The SPE Shareholders shall be entitled to deduct and withhold from any amounts otherwise payable Under Section 5.1 or 5.2 to any Underlying Shares Seller or Non-SPE Shareholder, as applicable, such amounts as they determine in their sole and absolute discretion that they are required to deduct and withhold (the “Withholding Tax Amount”) under any provision of any applicable Tax Law. To the extent that amounts are so deducted and withheld, such deducted and withheld amounts shall be treated for all purposes of this Agreement as having been paid to the such Underlying Shares Sellers or Non-SPE Shareholders in respect of which such deduction and withholding was made. (b) Each of the Underlying Shares Sellers pursuant to Section 5.1 or Non-SPE Shareholders pursuant to Section 5.2 shall within thirty (30) days of receipt of the Exercise Notice or Call Notice, as applicable, furnish to the SPE Shareholders such Underlying Shares Seller’s or Non-SPE Shareholder’s Permanent Account Number and any other information that is reasonably required by the Purchasers or under Law in order to calculate the Withholding Tax Amount or in connection with the withholding tax certificate (referred to below) and any Filings made by the SPE Shareholders with any tax authority. Each of the Underlying Shares Sellers and Non-SPE Shareholders, as applicable, shall extend such S Underlying Shares Seller’s or Non-SPE Shareholder’s cooperation and assistance in relation to this Section 5.5(b). (c) The SPE Shareholders shall deposit any Withholding Tax Amount with the Tax Authorities and issue a withholding tax certificate in the name of the Underlying Shares Seller or Non-SPE Shareholder in respect of whom the Withholding Tax Amount has been deducted under this Section 5.5. (d) Each of the Underlying Shares Sellers pursuant to Section 5.1 and the Non-SPE Shareholders pursuant to Section 5.2, as the case may be (but in each case excluding the Employee Holders), shall deliver to the SPE Shareholders or their designee(s) an NOC.

5Withholding. (a) The SPE Shareholders shall be entitled to deduct and withhold from any amounts otherwise payable Under Section 5.1 or 5.2 to any Underlying Shares Seller or Non-SPE Shareholder, as applicable, such amounts as they determine in their sole and absolute discretion that they are required to deduct and withhold (the “Withholding Tax Amount”) under any provision of any applicable Tax Law. To the extent that amounts are so deducted and withheld, such deducted and withheld amounts shall be treated for all purposes of this Agreement as having been paid to the such Underlying Shares Sellers or Non-SPE Shareholders in respect of which such deduction and withholding was made. (b) Each of the Underlying Shares Sellers pursuant to Section 5.1 or Non-SPE Shareholders pursuant to Section 5.2 shall within thirty (30) days of receipt of the Exercise Notice or Call Notice, as applicable, furnish to the SPE Shareholders such Underlying Shares Seller’s or Non-SPE Shareholder’s Permanent Account Number and any other information that is reasonably required by the Purchasers or under Law in order to calculate the Withholding Tax Amount or in connection with the withholding tax certificate (referred to below) and any Filings made by the SPE Shareholders with any tax authority. Each of the Underlying Shares Sellers and Non-SPE Shareholders, as applicable, shall extend such S Underlying Shares Seller’s or Non-SPE Shareholder’s cooperation and assistance in relation to this Section 5.5(b). (c) The SPE Shareholders shall deposit any Withholding Tax Amount with the Tax Authorities and issue a withholding tax certificate in the name of the Underlying Shares Seller or Non-SPE Shareholder in respect of whom the Withholding Tax Amount has been deducted under this Section 5.5. (d) Each If requested by the SPE Shareholders, each of the Underlying Shares Sellers pursuant to Section 5.1 and or the selling Non-SPE Shareholders pursuant to Section 5.2, as the case may be (but in each case excluding the Employee Holders)be, shall deliver to the SPE Shareholders or their designee(s) an NOCa no-objection certificate under Section 281 of the (Indian) Income Tax Act, 1961.

5Withholding. (a) The SPE Shareholders shall be entitled to deduct and withhold from any amounts otherwise payable Under Section 5.1 or 5.2 to any Underlying Shares Seller or Non-SPE Shareholder, as applicable, such amounts as they determine in their sole and absolute discretion that they are required to deduct and withhold (the “Withholding Tax Amount”) under any provision of any applicable Tax Law. To the extent that amounts are so deducted and withheld, such deducted and withheld amounts shall be treated for all purposes of this Agreement as having been paid to the such Underlying Shares Sellers or Non-SPE Shareholders in respect of which such deduction and withholding was made. (b) Each of the Underlying Shares Sellers pursuant to Section 5.1 or Non-SPE Shareholders pursuant to Section 5.2 shall within thirty (30) days of receipt of the Exercise Notice or Call Notice, as applicable, furnish to the SPE Shareholders such Underlying Shares Seller’s or Non-SPE Shareholder’s Permanent Account Number and any other information that is reasonably required by the Purchasers or under Law in order to calculate the Withholding Tax Amount or in connection with the withholding tax certificate (referred to below) and any Filings made by the SPE Shareholders with any tax authority. Each of the Underlying Shares Sellers and Non-SPE Shareholders, as applicable, shall extend such S Underlying Shares Seller’s or Non-SPE Shareholder’s cooperation and assistance in relation to this Section 5.5(b). (c) The SPE Shareholders shall deposit any Withholding Tax Amount with the Tax Authorities and issue a withholding tax certificate in the name of the Underlying Shares Seller or Non-SPE Shareholder in respect of whom the Withholding Tax Amount has been deducted under this Section 5.5. (d) Each of the Drag-Along Sellers pursuant to Section 3.4, the Underlying Shares Sellers pursuant to Section 5.1 5.1, and the Non-SPE Shareholders pursuant to Section 5.2, as the case may be be, (but in each case excluding the Employee Holders), shall deliver to the SPE Shareholders or their designee(s) an a no-objection certificate under Section 281 of the (Indian) Income Tax Act, 1961an NOC.