Common use of Vistana’s Debts and Taxes Clause in Contracts

Vistana’s Debts and Taxes. Vistana shall have sole responsibility for all debts, liabilities and obligations incurred in the operation of the Licensed Vacation Ownership Properties (and the development of any New Properties and any Material Changes or Expansions) and the operation of the Licensed Business generally, and shall make all such payments when due, including all Taxes imposed on Vistana. Starwood shall have no liability for any such debts, liabilities or obligations. If Vistana in good faith disputes any liability for such amounts, Vistana may contest such liability in accordance with Applicable Law; provided that Vistana shall not permit a tax sale, seizure or attachment to occur against the Licensed Vacation Ownership Properties or any of its assets. Unless specifically stated in this Agreement that Starwood is to bear a specific cost (and regardless of whether the words “at Vistana’s expense” are used), Vistana is solely responsible for all costs incurred with respect to the Licensed Vacation Ownership Properties and the Vacation Ownership Business and Vistana’s performance of this Agreement.

Appears in 4 contracts

Samples: License, Services, and Development Agreement (Starwood Hotel & Resorts Worldwide, Inc), Matters Agreement (Starwood Hotel & Resorts Worldwide, Inc), Services and Development Agreement (Vistana Signature Experiences, Inc.)

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