Common use of Tax Indemnity Clause in Contracts

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda taxes, duties or governmental charges whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits or franchise taxes imposed on the Underwriters by Bermuda or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had been made.

Appears in 6 contracts

Samples: Underwriting Agreement (Axalta Coating Systems Ltd.), Underwriting Agreement (Axalta Coating Systems Ltd.), Underwriting Agreement (Axalta Coating Systems Ltd.)

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Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares Securities by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c4(q) shall be made without withholding or deduction for or on account of any present or future Bermuda or Canadian taxes, duties or governmental charges Securities whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Bermuda, Canada or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 4 contracts

Samples: Brookfield Renewable Partners L.P., Brookfield Renewable Corp, Brookfield Renewable Partners L.P.

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda Cayman Islands taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, any except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Cayman Islands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 3 contracts

Samples: Letter Agreement (Cision Ltd.), Letter Agreement (Cision Ltd.), Letter Agreement (Cision Ltd.)

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c5(n) shall be made without withholding or deduction for or on account of any present or future Bermuda Cayman Islands taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold with-hold such taxes, duties or charges. In that event, any except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Cayman Islands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 3 contracts

Samples: Letter Agreement (Cision Ltd.), Letter Agreement (Cision Ltd.), Letter Agreement (Cision Ltd.)

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares Units by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c4(q) shall be made without withholding or deduction for or on account of any present or future Bermuda or Canadian taxes, duties or governmental charges Units whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Bermuda, Canada or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 3 contracts

Samples: Underwriting Agreement (Brookfield Property Partners L.P.), Underwriting Agreement (Brookfield Property Partners L.P.), Brookfield Property Partners L.P.

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(csubsection 6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda Cayman Islands taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda or the United States Cayman Islands or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductionsCayman Islands, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 2 contracts

Samples: Cambium Networks Corp, Cambium Networks Corp

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares or the Offered ADSs by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c6(q) shall be made without withholding or deduction for or on account of any present or future Bermuda German taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Federal Republic of Germany or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreementthe Transaction Documents) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 2 contracts

Samples: BioNTech SE, BioNTech SE

Tax Indemnity. It will indemnify and hold harmless the Underwriters Underwriter against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder to the Underwriters Underwriter and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda taxes, duties or governmental charges whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits or franchise taxes imposed on the Underwriters Underwriter by Bermuda or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters Underwriter and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had been made.

Appears in 2 contracts

Samples: Underwriting Agreement (Axalta Coating Systems Ltd.), Axalta Coating Systems Ltd.

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder Stockholder hereunder in respect of this Section 6(c6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda Cayman Islands taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Cayman Islands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 2 contracts

Samples: Guardant Health, Inc., Guardant Health, Inc.

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreementthe Transaction Documents. All indemnity payments to be made by such Selling Shareholder Stockholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda Hong Kong taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the HKSAR or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (Grid Dynamics Holdings, Inc.)

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder Stockholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda Dutch taxes, duties or governmental charges whatsoever unless such Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda The Netherlands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (Patheon N.V.)

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares Option ADSs by such Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder Stockholder hereunder in respect of this Section 6(c8(c) shall be made without withholding or deduction for or on account of any present or future Bermuda German taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Federal Republic of Germany or the United States or any political subdivision of taxing tax authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: BioNTech SE

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such the Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such the Selling Shareholder Stockholder hereunder in respect of this Section 6(c7(c) shall be made without withholding or deduction for or on account of any present or future Bermuda Japanese taxes, duties or governmental charges shares whatsoever unless such the Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Japan or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such the Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (Ormat Technologies, Inc.)

Tax Indemnity. It Such Selling Shareholder will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda Dutch taxes, duties or governmental charges whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, and except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Netherlands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (InflaRx N.V.)

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda Bailiwick of Jersey taxes, duties or governmental charges whatsoever unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits or franchise taxes imposed on the Underwriters by Bermuda the Bailiwick of Jersey or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had been made.

Appears in 1 contract

Samples: Atotech LTD

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such the Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such the Selling Shareholder Stockholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda Switzerland taxes, duties or governmental charges shares whatsoever unless such the Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Switzerland or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such the Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (Sportradar Group AG)

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Tax Indemnity. It The Partnership will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares Units by such Selling Shareholder the Partnership to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Partnership hereunder in respect of this Section 6(c4(q) shall be made without withholding or deduction for or on account of any present or future Bermuda or Canadian taxes, duties or governmental charges Units whatsoever unless such Selling Shareholder the Partnership is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Bermuda, Canada or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Partnership shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Brookfield Renewable Partners L.P.

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c5(o) shall be made without withholding or deduction for or on account of any present or future Bermuda taxes, duties or governmental charges whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits or franchise taxes imposed on the Underwriters by Bermuda or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had been made.

Appears in 1 contract

Samples: Underwriting Agreement (Axalta Coating Systems Ltd.)

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance taxtax imposed by the United Kingdom or any political subdivision or taxing authority thereof, including any interest and penalties, on the sale of the Shares by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c4(o) shall be made without withholding or deduction for or on account of any present or future Bermuda United Kingdom taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda or the United States Kingdom or any political subdivision of or taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Ortho Clinical Diagnostics Holdings PLC

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder Stockholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Fuelcell Energy Inc

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the creation, issue and sale of the Shares by such the Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such the Selling Shareholder Stockholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda Cayman Island taxes, duties or governmental charges shares whatsoever unless such the Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda the Cayman Islands or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such the Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made. The Selling Stockholder shall not deliver, or cause to be delivered, this Agreement within the Cayman Islands.

Appears in 1 contract

Samples: Underwriting Agreement (AssetMark Financial Holdings, Inc.)

Tax Indemnity. It Such Selling Shareholder will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder hereunder in respect of this Section 6(c6(d) shall be made without withholding or deduction for or on account of any present or future Bermuda taxes, duties or governmental charges whatsoever whatsoever, unless such Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that eventthe event of any such deduction or withholding, except for the deduction or withholding of any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions (including any deduction or withholding from such additional amounts) shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Underwriting Agreement (Novocure LTD)

Tax Indemnity. It The Selling Shareholder will indemnify and hold harmless the Underwriters against any transaction, documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the transfer and sale of the Shares Offered Securities by such the Selling Shareholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such the Selling Shareholder hereunder in respect of this Section 6(c) shall be made without withholding or deduction for or on account of any present or future Bermuda British Virgin Islands taxes, duties or governmental charges shares whatsoever unless such the Selling Shareholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits or franchise taxes imposed on the Underwriters by Bermuda or the Cayman Islands, the British Virgin Islands, Hong Kong, Taiwan, the United States or the PRC or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such the Selling Shareholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Ctrip Com International LTD

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance taxtax (except for taxes imposed on the net income of an Underwriter), including any interest and penalties, on the sale of the Shares by such Selling Shareholder which are or may be required to the Underwriters and on be paid in connection with (i) the execution and delivery of this Agreementthe Transaction Documents or of any other document to be furnished hereunder, (ii) the issuance by the Company of the Shares to be sold by the Company and the sale of the Offered ADSs representing such Shares by the Company and the delivery thereof and (iii) the deposit of such Shares with the Depositary. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c5(p) shall be made without withholding or deduction for or on account of any present or future Bermuda Australia taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Australia or the United States or any political subdivision of or taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Mesoblast LTD

Tax Indemnity. It will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such the Selling Shareholder Stockholder to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such the Selling Shareholder Stockholder hereunder in respect of this Section 6(c6(b) shall be made without withholding or deduction for or on account of any present or future Bermuda French taxes, duties or governmental charges shares whatsoever unless such the Selling Shareholder Stockholder is compelled by law to deduct or withhold such taxes, duties or charges. In that event, and except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda France or the United States or any political subdivision of taxing authority thereof or therein as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such the Selling Shareholder Stockholder shall pay such additional amounts as may be necessary in order to ensure that the net amounts received after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: Activision Blizzard, Inc.

Tax Indemnity. It The Company will indemnify and hold harmless the Underwriters against any documentary, stamp, registration or similar issuance tax, including any interest and penalties, on the sale of the Shares by such Selling Shareholder the Company to the Underwriters and on the execution and delivery of this Agreement. All indemnity payments to be made by such Selling Shareholder the Company hereunder in respect of this Section 6(c5(n) shall be made without withholding or deduction for or on account of any present or future Bermuda Puerto Rico taxes, duties or governmental charges shares whatsoever unless such Selling Shareholder the Company is compelled by law to deduct or withhold such taxes, duties or charges. In that event, except for any net income, capital gains, branch profits gains or franchise taxes imposed on the Underwriters by Bermuda Puerto Rico or any taxes imposed by the United States or any political subdivision of taxing authority thereof or therein or any other taxes imposed as a result of any present or former connection (other than any connection resulting solely from the transactions contemplated by this Agreement) between the Underwriters and the jurisdiction imposing such withholding or deductions, such Selling Shareholder the Company shall pay such additional amounts as may be necessary in order to ensure that the net amounts received for indemnity payments pursuant to this Section 5(n) after such withholding or deductions shall equal the amounts that would have been received if no such withholding or deduction had has been made.

Appears in 1 contract

Samples: EVERTEC, Inc.

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