Common use of After-Tax Nature of Indemnity Clause in Contracts

After-Tax Nature of Indemnity. Lessee further agrees that, with respect to any payment or indemnity hereunder, such payment or indemnity shall include any amount necessary to hold the Indemnitee harmless on an after-tax basis from all taxes required to be paid by such Indemnitee, with respect to such payment or indemnity under the laws of any Federal, state or local government or taxing authority in the United States, or under the laws of any taxing authority or governmental subdivision of a foreign country; provided that, if such Indemnitee realizes a tax benefit by reason of such payment or indemnity, such Indemnitee shall pay Lessee an amount equal to the sum of such tax benefit plus any tax benefit realized as the result of any payment made Pursuant to this provision, when, as, if and to the extent realized; but not before Lessee shall have made all payments or indemnities to such Indemnitee required pursuant to this Section 10; provided further, however, that if such Indemnitee loses such tax benefit subsequent to any payment to Lessee with respect thereto, Lessee shall indemnify such Indemnitee with respect to such loss pursuant to the provision of this Section 10.

After-Tax Nature of Indemnity. The Lessee further agrees that, with respect to any payment or indemnity hereunder, such payment or indemnity shall include any amount necessary to hold the Indemnitee Lessor harmless on an after-tax basis (at a rate for Lessor's applicable tax bracket (as reasonably determined by the Lessor)) from all taxes required to be paid by such Indemnitee, Lessor with respect to such payment or indemnity under the laws of any Federal, state or local government or taxing authority in the United States, or under the laws of any taxing authority or governmental subdivision of a foreign countryForeign Tax Jurisdiction; provided that, if such Indemnitee Lessor realizes a tax benefit by reason of such payment or indemnityindemnity (whether such tax benefit shall be by means of a depreciation deduction or otherwise), such Indemnitee Lessor shall pay the Lessee an amount equal to the sum net value to Lessor of such tax benefit plus any tax benefit realized as the result of any payment made Pursuant to this provision, when, as, if and to the extent realized; realized (such payments not to exceed in the aggregate the amount of the related indemnity paid by Lessee), but not before the Lessee shall have made all payments or indemnities to such Indemnitee Lessor required pursuant to this Section Article 10; provided further, however, that if such Indemnitee Lessor loses such tax benefit subsequent to any payment to the Lessee with respect thereto, the Lessee shall indemnify such Indemnitee Lessor with respect to such loss pursuant to the provision provisions of this Section Article 10.. Lessor shall in good faith use reasonable diligence in filing its tax returns and in dealing with taxing authorities to seek and claim any such tax benefit. 10.3

After-Tax Nature of Indemnity. Lessee further agrees that, with respect to any payment or indemnity hereunder, such payment or indemnity shall include any amount necessary to hold the Tax Indemnitee harmless on an after-tax basis from all taxes Taxes required to be paid by such Indemnitee, the Tax Indemnitee with respect to such payment or indemnity under the laws of any Federal, state or local government or taxing authority in the United States, or under the laws of any taxing authority or governmental subdivision of a foreign countrycountry or international organization; provided that, if such Tax Indemnitee realizes a tax benefit by reason of such payment or indemnityindemnity (whether such tax benefit shall be by means of a depreciation deduction or otherwise) and actually utilizes such benefit in reducing its Taxes, such Tax Indemnitee shall pay Lessee an amount equal to the sum net value to Tax Indemnitee of such tax benefit plus any tax benefit realized as the result of any payment made Pursuant to this provision, when, as, if and to the extent realized; realized (such payments not to exceed in the aggregate the amount of the related indemnity paid by Lessee including, without limitation, payments made in respect to withholding taxes under Section 16.5 hereof), but not before Lessee shall have made all payments or of indemnities to such Tax Indemnitee required pursuant to this Section 1016; provided further, however, that if such Indemnitee loses such tax benefit subsequent to any payment to Lessee in accordance with respect theretothe foregoing, it is determined that such tax benefit is not allowable in whole or in part, Lessee shall indemnify return the appropriate portion of the payment made to Lessee by such Tax Indemnitee.. Tax Indemnitee shall in good faith use reasonable diligence in filing its tax returns and in dealing with respect taxing authorities to seek and claim any such loss pursuant to the provision of this Section 10tax benefit.

After-Tax Nature of Indemnity. The Lessee further agrees that, with respect to any payment or indemnity hereunder, such payment or indemnity shall include any amount necessary to hold the Indemnitee Lessor harmless on an after-tax basis from all taxes required to be paid (or which would have been required to be paid by Lessor with respect to such Indemniteepayment or indemnity had Lessor had sufficient gross income within the meaning of Section 61 of the Code, and the applicable state and local law, actually to pay tax at the highest marginal rate) by Lessor with respect to such payment or indemnity under the laws of any Federal, state or local government or taxing authority in the United States, or under the laws of any taxing authority or governmental subdivision of a foreign countrycountry or international organization; provided PROVIDED that, if such Indemnitee Lessor realizes a tax benefit by reason of such payment or indemnityindemnity (whether such tax benefit shall be by means of a depreciation deduction or otherwise), such Indemnitee Lessor shall pay the Lessee an amount equal to the sum net value to Lessor of such tax benefit plus any tax benefit realized as the result of any payment made Pursuant to this provision, when, as, if and to the extent realizedrealized (such payments not to exceed in the aggregate the amount of the related indemnity paid by Lessee); but not before the Lessee shall have made all payments or indemnities to such Indemnitee Lessor required pursuant to this Section Article 10; provided furtherPROVIDED FURTHER, however, that if such Indemnitee Lessor loses such tax benefit subsequent to any payment to the Lessee with respect thereto, the Lessee shall indemnify such Indemnitee Lessor with respect to such loss pursuant to the provision provisions of this Section Article 10. Lessor shall in good faith use reasonable diligence in filing its tax returns and in dealing with taxing authorities to seek and claim any such tax benefit.