Common use of Payment Mechanics Clause in Contracts

Payment Mechanics. (a) Subject to Section 10.7, all payments under this Agreement shall be made by KAR directly to Spinco and by Spinco directly to KAR; provided, however, that if the Parties mutually agree with respect to any such indemnification payment, any member of the KAR Group, on the one hand, may make such indemnification payment to any member of the Spinco Group, on the other hand, and vice versa. All indemnification payments shall be treated in the manner described in Section 5.4. (b) In the case of any payment of Taxes made by a Preparing Party or Indemnitee pursuant to this Agreement for which such Preparing Party or Indemnitee, as the case may be, has received a payment from the other Party, such Preparing Party or Indemnitee shall provide to the other Party a copy of any official government receipt received with respect to the payment of such Taxes to the applicable Taxing Authority (or, if no such official governmental receipts are available, executed bank payment forms or other reasonable evidence of payment).

Payment Mechanics. (a) Subject to Section 10.7, all All payments under this Agreement shall be made by KAR ▇▇▇▇▇▇▇▇▇ directly to Spinco WKKC and by Spinco WKKC directly to KAR▇▇▇▇▇▇▇▇▇; provided, however, that if the Parties mutually agree with respect to any such indemnification payment, any member of the KAR Kellanova Group, on the one hand, may make such indemnification payment to any member of the Spinco WKKC Group, on the other hand, and vice versa. All indemnification payments shall be treated in the manner described in Section 5.4. (b) In the case of any payment of Taxes made by a Preparing Responsible Party or Indemnitee pursuant to this Agreement for which such Preparing Responsible Party or Indemnitee, as the case may be, has received a payment from the other Party, such Preparing Responsible Party or Indemnitee shall provide to the other Party a copy of any official government receipt received with respect to the payment of such Taxes to the applicable Taxing Authority (or, if no such official governmental receipts are available, executed bank payment forms or other reasonable evidence of payment).

Payment Mechanics. (a) Subject to Section 10.710.6, all payments under this Agreement shall be made by KAR Everest directly to Spinco Newco and by Spinco Newco directly to KAREverest; provided, however, that if the Parties mutually agree with respect to any such indemnification payment, any member of the KAR Everest Group, on the one hand, may make such indemnification payment to any member of the Spinco Newco Group, on the other hand, and vice versa. All indemnification payments shall be treated in the manner described in Section 5.4. (b) In the case of any payment of Taxes made by a Preparing Party or Indemnitee pursuant to this Agreement for which such Preparing Party or Indemnitee, as the case may be, has received a payment from the other Party, such Preparing Party or Indemnitee shall provide to the other Party a copy of any official government receipt received with respect to the payment of such Taxes to the applicable Taxing Authority (or, if no such official governmental receipts are available, executed bank payment forms or other reasonable evidence of payment).

Payment Mechanics. (a) Subject to Section 10.710.6, all payments under this Agreement shall be made by KAR Parent directly to Spinco SpinCo and by Spinco SpinCo directly to KAR; Parent; provided, however, that if the Parties mutually agree with respect to any such indemnification payment, any member of the KAR Parent Group, on the one hand, may make such indemnification payment to any member of the Spinco SpinCo Group, on the other hand, and vice versa. All indemnification payments shall be treated in the manner described in Section 5.4. (b) In the case of any payment of Taxes made by a Preparing Responsible Party or Indemnitee pursuant to this Agreement for which such Preparing Responsible Party or Indemnitee, as the case may be, has received a payment from the other Party, such Preparing Responsible Party or Indemnitee shall provide to the other Party a copy of any official government receipt received with respect to the payment of such Taxes to the applicable Taxing Authority (or, if no such official governmental receipts are available, executed bank payment forms or other reasonable evidence of payment).