Examples of Tax Indemnified Person in a sentence
The Tax Indemnified Person will give the Tax Indemnitor such information with respect to the Tax Claim as the Tax Indemnitor may reasonably request.
Such notice must set out the information with respect to the Tax Assessment that is then available (without the incurring of material additional obligations or expenses which are not reimbursed by the Seller) to the Tax Indemnified Person.
If the Tax Indemnified Person fails to give such timely notice to the other party, it shall not be entitled to indemnification for any Taxes arising in connection with such Tax Audit to the extent that such failure to give notice materially and adversely affects the other party’s right to participate in or meaningfully defend the Tax Audit.
Main barriers (structural, cultural or related to interchange dynamics) Interviewees cited resource allocation as a key reason for the relatively little time and focus expended toward ethical reflection and communication on their work.
If the Tax Indemnified Person fails to give such timely notice to the other Party, it shall not be entitled to indemnification for any Taxes arising in connection with such Tax Audit to the extent such failure to give notice materially adversely affects the other Party’s right to participate or meaningfully defend in the Tax Audit.
If the Tax Indemnified Person fails to give such timely notice to the other party, it shall not be entitled to indemnification for any Taxes arising in connection with such Tax Audit if such failure to give notice adversely affects the other party’s rights to participate in the Tax Audit.
Notwithstanding the foregoing, no delay or deficiency on the part of the Tax Indemnified Person in so notifying the Tax Indemnitor will relieve the Tax Indemnitor of any Liability or obligation under this Agreement except to the extent the Tax Indemnitor’s ability to defend such claim has been materially prejudiced as a result of the delay or other deficiency.
The Tax Indemnitor may, at its own expense, participate in and, upon notice to the Tax Indemnified Person, assume control of the defense of any Tax Claim for which it is the Tax Indemnitor.
The Tax Indemnitor may discharge, at any time, its indemnity obligations by paying the Tax Indemnified Person the amount of the applicable indemnifiable Loss, calculated on the date of such payment.
If the Tax Indemnitor assumes control, it will have the exclusive power to contest or settle the Tax Claim and determine the manner in which the contest or settlement occurs, in each case without the participation of the Tax Indemnified Person.