Common use of Taxes Indemnified Clause in Contracts

Taxes Indemnified. Except as provided in Section 7.1(c) below, the Lessee agrees that all payments of Rent pursuant to the Lease and all other payments made by the Lessee to or for the benefit of any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of all withholdings or deductions of any nature whatsoever (and at the time that any payment is made upon which any withholding or deduction is required, the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding or deduction and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges. The Lessee shall defend, indemnify and save harmless each Tax Indemnitee from and against, and as between the Lessee and each Tax Indemnitee, the Lessee hereby assumes liability with respect to, on an After-Tax Basis all fees (including, without limitation, documentation, recording, filing, license and registration fees), taxes (including, without limitation, those in the nature of net or gross income, gross receipts, franchise, sales, use, value added, ad valorem, rent, turnover, transfer, excise, doing business, real, personal and intangible property and stamp taxes), assessments, levies, imposts, duties, charges or withholdings of any nature whatsoever, together with any and all penalties, additions to tax, fines or interest thereon and any liabilities, losses, expenses or costs related thereto (collectively, "Taxes"), which at any time may be levied, assessed or imposed by the United States federal, any state or local authority or any foreign governmental authority (or political subdivision thereof) upon, with respect to, or against any of the Tax Indemnitees, any item of Equipment, Pledged Equipment, any Sublease, the Lease, any portion of the Collateral, any Operative Agreement, or any interest in, portion of, or user of, any of the foregoing, upon, arising from or relating to:

Taxes Indemnified. Except as provided in Section 7.1(c) below, the Lessee agrees that all payments of Rent pursuant to the Lease and all other payments made by the Lessee to or for the benefit of any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of all withholdings or deductions of any nature whatsoever (and at the time that any payment is made upon which any withholding or deduction is required, the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding or deduction and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges. The Lessee shall defend, indemnify and save harmless each Tax Indemnitee from and against, and as between the Lessee and each Tax Indemnitee, the Lessee hereby assumes liability with respect to, on an After-Tax Basis all fees (including, without limitation, documentation, recording, filing, license and registration fees), taxes (including, without limitation, those in the nature of net or gross income, gross receipts, franchise, sales, use, value added, ad valorem, rent, turnover, transfer, excise, doing business, real, personal and intangible property and stamp taxes), assessments, levies, imposts, duties, charges or withholdings of any nature whatsoever, together with any and all penalties, additions to tax, fines or interest thereon and any liabilities, losses, expenses or costs related thereto (collectively, "Taxes"), which at any time may be levied, assessed or imposed by the United States federal, any 58 state or local authority or any foreign governmental authority (or political subdivision thereof) upon, with respect to, or against any of the Tax Indemnitees, any item of Equipment, Pledged Equipment, any Sublease, the Lease, any portion of the Collateral, any Operative Agreement, or any interest in, portion of, or user of, any of the foregoing, upon, arising from or relating to:

Taxes Indemnified. Except as provided in Section 7.1(c) below, the Lessee agrees that all All payments of Rent pursuant to the Lease and all other payments made by the Lessee to or for the benefit of any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of all withholdings or deductions of any nature whatsoever (and at the time that the Lessee is required to make any payment is made upon which any withholding or deduction is required, required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding or deduction and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges. The , provided, however, that no such -------- ------- additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, or (iii) imposed by the United States by reason of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, -------- further, however, that, notwithstanding the exclusions contained in the ------- ------- preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall defendbe entitled to recover such amounts under the next succeeding sentence. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, the Lessee agrees to indemnify and save hold harmless each Tax Indemnitee from and against, and as between the Lessee and each Tax Indemnitee, the Lessee hereby assumes liability with respect to, on an After-Tax Basis Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, documentationlicense, recording, filing, license documentation or other fees and registration fees), taxes (including, without limitation, those in the nature of net or gross income, gross receipts, franchise, sales, use, value added, ad valorem, rentrental, turnover, transferbusiness, occupation, excise, doing businessvalue-added, real, personal tangible and intangible personal property and stamp taxes), levies, assessments, levies, imposts, duties, charges or withholdings of any nature whatsoevernature, together with any and all penalties, additions to tax, fines or interest thereon and any liabilities, losses, expenses or costs related thereto (collectively, "Taxes")) imposed upon any Tax Indemnitee, which at the Lessee or any time may be leviedPerson in possession of the Equipment or all or any part of the Equipment by any federal, assessed state or imposed by local government, political subdivision, or taxing authority in the United States federalor its possessions, by any state government or local taxing authority of or in a foreign country or by any foreign governmental authority (or political subdivision thereof) international authority, upon, with respect to, to or against any of the Tax Indemnitees, any item of Equipment, Pledged Equipment, any Sublease, the Lease, any portion of the Collateral, any Operative Agreement, or any interest in, portion of, or user of, any of the foregoing, upon, arising from or relating toin connection with:

Taxes Indemnified. Except as provided in Section 7.1(c) below, the Lessee agrees that all All payments of Rent pursuant to the Lease and all other payments made by the Lessee to or for the benefit of any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of all withholdings or deductions of any nature whatsoever (and at the time that the Lessee is required to make any payment is made upon which any withholding or deduction is required, required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding or deduction and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges. The , provided, however, that no such additional amounts shall be paid by the Lessee and the Lessee assumes no responsibility regarding any withholdings (i) imposed by reason of any transfer of the Equipment or any interest in the Operative Agreements by the Lessor or the Owner Participant, (ii) imposed solely by reason of a nexus between the affected Tax Indemnitee and the jurisdiction imposing such withholding which nexus is unrelated to the transactions contemplated by the Operative Agreements, or (iii) imposed by the United States by reason of the status of the Tax Indemnitee as a foreign corporation or nonresident individual, provided, further, however, that, notwithstanding the exclusions contained in the preceding clauses (i) - (iii), Lessee agrees to pay an additional amount of Rent such that the net amount actually received by the Indenture Trustee, after all such withholding, is sufficient to pay the related amounts due on the Equipment Notes and the Lessee shall defendbe entitled to recover such amounts under the next succeeding sentence. If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1 then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall have paid an additional amount pursuant to the first sentence of this paragraph and ending on the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, the Lessee agrees to indemnify and save hold harmless each Tax Indemnitee from and against, and as between the Lessee and each Tax Indemnitee, the Lessee hereby assumes liability with respect to, on an After-Tax Basis Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, documentationlicense, recording, filing, license documentation or other fees and registration fees), taxes (including, without limitation, those in the nature of net or gross income, gross receipts, franchise, sales, use, value added, ad valorem, rentrental, turnover, transferbusiness, occupation, excise, doing businessvalue-added, real, personal tangible and intangible personal property and stamp taxes), levies, assessments, levies, imposts, duties, charges or withholdings of any nature whatsoevernature, together with any and all penalties, additions to tax, fines or interest thereon and any liabilities, losses, expenses or costs related thereto (collectively, "Taxes")) imposed upon any Tax Indemnitee, which at the Lessee or any time may be leviedPerson in possession of the Equipment or all or any part of the Equipment by any federal, assessed state or imposed by local government, political subdivision, or taxing authority in the United States federalor its possessions, by any state government or local taxing authority of or in a foreign country or by any foreign governmental authority (or political subdivision thereof) international authority, upon, with respect to, to or against any of the Tax Indemnitees, any item of Equipment, Pledged Equipment, any Sublease, the Lease, any portion of the Collateral, any Operative Agreement, or any interest in, portion of, or user of, any of the foregoing, upon, arising from or relating toin connection with:

Taxes Indemnified. Except as provided in Section 7.1(c) below, the Lessee agrees that all All payments of Rent pursuant to the Lease and all other payments made by the Lessee to or for the benefit of any Tax Indemnitee in connection with the transactions contemplated by the Operative Agreements shall be free of all withholdings or deductions of any nature whatsoever (and at the time that the Lessee is required to make any payment is made upon which any withholding or deduction is required, required the Lessee shall pay an additional amount such that the net amount actually received will, after such withholding or deduction and on an After-Tax Basis, equal the full amount of the payment then due) and shall be free of expense to each Tax Indemnitee for collection or other charges. The If, for any reason, the Lessee is required to make any payment to a taxing authority with respect to, or as a result of, any withholding tax imposed on any Tax Indemnitee in respect of the transactions contemplated by the Operative Agreements which withholding tax is not the responsibility of the Lessee under this Section 7.1, then such Tax Indemnitee shall pay to the Lessee within 30 days of a demand an amount which equals the amount paid by the Lessee with respect to, or as a result of, such withholding tax, plus interest computed at such Tax Indemnitee's cost of funds rate during the period commencing on the date the Lessee shall defendhave paid an additional amount pursuant to the first sentence of this paragraph and ending on the date prior to the date the Lessee actually receives such payment. Subject to the exclusions stated in subsection (c) below, whether or not any Unit is accepted under the Lease the Lessee agrees to indemnify and save hold harmless each Tax Indemnitee from and against, and as between the Lessee and each Tax Indemnitee, the Lessee hereby assumes liability with respect to, on an After-Tax Basis Basis, taking into account the income tax consequences to the Tax Indemnitee of the accrual or receipt of an indemnity payment, against all fees (including, without limitation, documentationlicense, recording, filing, license documentation or other fees and registration fees), taxes (including, without limitation, those in the nature of net or gross income, gross receipts, franchise, sales, use, value added, ad valorem, rentrental, turnover, transferbusiness, occupation, excise, doing businessvalue-added, real, personal tangible and intangible personal property and stamp taxes), levies, assessments, levies, imposts, duties, charges or withholdings of any nature whatsoevernature, together with any and all penalties, additions to tax, fines or interest thereon and any liabilities, losses, expenses or costs related thereto (collectively, "Taxes")) imposed upon any Tax Indemnitee, which at the Lessee or any time may be leviedPerson in possession of the Equipment or all or any part of the Equipment by any federal, assessed state or imposed by local government, political subdivision, or taxing authority in the United States federalor its possessions, by any state government or local taxing authority of or in a foreign country or by any foreign governmental authority (or political subdivision thereof) international authority, upon, with respect to, to or against any of the Tax Indemnitees, any item of Equipment, Pledged Equipment, any Sublease, the Lease, any portion of the Collateral, any Operative Agreement, or any interest in, portion of, or user of, any of the foregoing, upon, arising from or relating toin connection with: