Taxes and Indemnification Sample Clauses

Taxes and Indemnification. Employee agrees to pay any and all taxes (other than payroll taxes) found to be owed from the Severance Package or other payments made pursuant to this Agreement and to indemnify and hold ViewRay harmless for any federal, state and local tax liability, including taxes, interest, penalties or the like, and required withholdings, which may be or is asserted against or imposed upon the Released Parties by any taxing authority based upon any amounts paid to Employee as a result of Employee's non-payment of taxes of such amounts for which Employee is legally responsible. Employee understands and agrees that any necessary tax documentation may be filed by ViewRay with regard to any payments made pursuant to this Agreement. Employee and ViewRay acknowledge that nothing herein shall constitute tax advice to the other Party.
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Taxes and Indemnification. Employee agrees to pay all taxes (other than payroll taxes) found to be owed based upon the Consideration provided to Employee under this Agreement and to indemnify and hold the Company harmless for any federal, state and local tax liability (including taxes, interest, penalties or the like, and required withholdings), which may be asserted against or imposed upon the Released Parties by any taxing authority related to such consideration due to Employee’s non-payment of taxes for which Employee is legally responsible. Employee understands and agrees that the Company may file any necessary tax documentation regarding the Consideration provided to Employee under this Agreement. Employee and the Company acknowledge that nothing herein constitutes tax advice to the other Party.
Taxes and Indemnification. Executive agrees to pay all taxes (other than payroll taxes) found to be owed based upon the Separation Benefits provided to Executive under this Agreement and to indemnify and hold the Company harmless for any federal, state and local tax liability (including taxes, interest, penalties or the like, and required withholdings), which may be asserted against or imposed upon the Released Parties by any taxing authority related to such consideration due to Executive's non-payment of taxes for which Executive is legally responsible. Executive understands and agrees that the Company may file any necessary tax documentation regarding the Separation Benefits provided to Executive under this Agreement. Executive and the Company acknowledge that nothing herein constitutes tax advice to the other Party.
Taxes and Indemnification. Executive agrees to pay any and all taxes (other than BurgerFi’s share of payroll taxes) found to be owed from the Stock Grant and to indemnify and hold BurgerFi harmless for any federal, state and local tax liability, including taxes, interest, penalties or the like, and required withholdings, which may be or are asserted against or imposed upon the Releasees by any taxing authority as a result of Executive’s non-payment of taxes for which Executive is legally responsible. Executive understands and agrees that any necessary tax documentation, such as IRS Form W-2s, may be filed by BurgerFi with regard to monies or other compensation paid under this Agreement. Executive and BurgerFi acknowledge that nothing herein shall constitute tax advice to the other party.
Taxes and Indemnification. Executive agrees to pay any and all taxes (other than GEO’s share of payroll taxes) found to be owed from the Termination Payments and to indemnify and hold GEO harmless for any federal, state and local tax liability, including taxes, interest, penalties or the like, and required withholdings, which may be or are asserted against or imposed upon the Releasees by any taxing authority as a result of Executive’s non-payment of taxes for which Executive is legally responsible. Executive understands and agrees that any necessary tax documentation, such as IRS Form W-2s, may be filed by GEO with regard to monies paid under this Agreement. Executive and GEO acknowledge that nothing herein shall constitute tax advice to the other party.
Taxes and Indemnification. A. Purchaser and Seller shall cooperate and use reasonable efforts to minimize or avoid the imposition of any sales or other taxes on the sale, delivery and transfer of title to the Equipment. Notwithstanding the foregoing, Seller agrees to pay promptly when due, and will indemnify and hold Purchaser harmless from any and all fees (including, without limitation, license, registration and recording fees and assessments), taxes (including, without limitation, gross receipts, income, sales, rental, use, turnover, value added, property (tangible or intangible), excise and stamp taxes), levies, imposts, duties, charges, assessments or withholdings of any nature whatsoever, together with any and all penalties, fines, additions to tax and interest thereon or computed by reference thereto (except taxes levied or assessed against Purchaser based upon gross receipts or net income or taxes imposed upon Purchaser for the privilege of doing business or exercising a franchise) arising out of the sale, purchase and delivery of the Equipment, in any manner levied, assessed or imposed by any government or subdivision or agency thereof having jurisdiction.
Taxes and Indemnification. Employee agrees to pay all taxes (other than payroll taxes) found to be owed based upon the Severance Benefits provided to or on behalf of Employee under this Agreement and to indemnify and hold the Company harmless for any federal, state and local tax liability (including taxes, interest, penalties or the like, and required withholdings), which may be asserted against or imposed upon the Company by any taxing authority related to such Severance Benefits due to Employee’s non-payment of taxes for which Employee is legally responsible. Employee understands and agrees that the Company may file any necessary tax documentation regarding the Severance Benefits provided to or on behalf of Employee under this Agreement. Employee and the Company acknowledge that nothing herein constitutes tax advice to the other Party.
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Taxes and Indemnification. (a) The amounts payable pursuant to this Agreement are intended to be compensation that complies with the requirements of and therefore is not subject to the tax imposed by Section 409A of the Code, and this Agreement shall be limited, construed, interpreted and administered in accordance with such intent, and the Company reserves the right to amend this Agreement if it determines such to be necessary or appropriate in order to comply with the requirements of Section 409A of the Code.
Taxes and Indemnification. Employee agrees to pay any and all taxes (other than payroll taxes) found to be owed from Payment made pursuant to this Agreement and to indemnify and hold the Company harmless for any federal, state and local tax liability, including taxes, interest, penalties or the like, and required withholdings, which may be or is asserted against or imposed upon the Releasees by any taxing authority based upon any amounts paid to Employee as a result of Employee's non-payment of taxes of such amounts for which Employee is legally responsible. Employee understands and agrees that any necessary tax documentation, such as W-2s, may be filed by Company with regard to monies paid under this Agreement. Employee and the Company acknowledge that nothing herein shall constitute tax advice to the other party.
Taxes and Indemnification a. You agree that you have not relied on any advice from the Company, Releasees (as defined below), or their attorneys concerning the tax consequences of the consideration set forth in Paragraphs 2(a)-(f) of this Agreement and Release, but that you relied on your own judgment and/or advice of your personal counsel. The payments described in Paragraph 2 will be reported via the appropriate tax forms. The Company shall have the right to withhold from any amount payable to you hereunder an amount necessary in order for the Company to satisfy any withholding tax obligation it may have under applicable law. You expressly acknowledge and warrant that you are, and shall be, responsible for all federal, state, and local tax liabilities which may result from the above payments, and you hereby warrant that the Company shall bear no responsibility for any such tax liabilities other than taxes determined to be the legal responsibility of the Company. You further agree to indemnify and hold the Company and Releasees harmless in the event that the Company or Releasees are assessed with any taxes, fines, penalties, or interest by the IRS (or any other federal, state, or local government agency) relating to the payments made pursuant to this Agreement and Release other than taxes determined to be the legal responsibility of the Company. You agree that should any tax liability arise or accrue to you under state or federal tax law as a result of any payments made under this Agreement and Release, you will pay any and all such finally determined obligations other than taxes determined to be the legal responsibility of the Company, without seeking indemnity or reimbursement from the Company or Releasees.
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