Deed of Tax Covenant definition

Deed of Tax Covenant means the deed of that name in the Agreed Terms to be entered into between the Warrantors, the Purchaser and the Guarantor at Completion;

Deed of Tax Covenant means a deed of covenant in the Agreed Form to be executed by the Vendors and delivered on Completion in accordance with Clause S.2.3;

Deed of Tax Covenant means the deed of that name in the Agreed Terms to be entered into between the Seller and the Buyer at Completion; "Directors" means the directors of each of the members of the CCPH Group named in Schedule 1 (Details of the CCPH Group); "Disclosed" has the meaning given in Clause 6.1(b) (Seller's Warranties); "Disclosure Documents" means the documents listed in the schedule of documents forming part of the Disclosure Letter or the Supplementary Disclosure Letter (as the case may be), provided that 6 where disclosure is made against any such Disclosure Documents, the relevant documents are specifically referenced in the Disclosure Letter or the Supplementary Disclosure Letter (as the case may be); "Disclosure Letter" means the disclosure letter having the same date as this Agreement from the Seller to the Buyer together with the Disclosure Documents; "Domain Name Transfer Agreement" means the agreement dated 8 October 2012 relating to the transfer of certain domain names to the CCPH Group; "Draft Completion Balance Sheet Notice" has the meaning given in Paragraph 4.3 of Schedule 8 (Purchase price adjustments); "Draft Completion Balance Sheet" has the meaning given in Paragraph 4.1(a) of Schedule 8 (Purchase price adjustments); "Draft Post-Completion Balance Sheet" has the meaning given in Paragraph 5.1(a) of Schedule 8 (Purchase price adjustments); "Draft Post-Completion Notice" has the meaning given in Paragraph 5.2 of Schedule 8 (Purchase price adjustments); "Encumbrance" means any mortgage, charge, pledge, hypothecation, lien, option, restriction, right of first refusal, right of pre-emption, claim, right, interest or preference granted to any third party, assignment by way of security, title retention, counterclaim or any other security right or restriction and any agreement or commitment to give or create any of the foregoing; "Environment" includes whether alone or in combination: (a) ecological systems and living organisms (including humans);

Examples of Deed of Tax Covenant in a sentence

• The right of the Purchaser and the relevant LP Property Company (and, in the case of Ernest Limited, the Registered Holder) to be indemnified pursuant to the applicable Deed of Tax Covenant is not prejudiced by any tax action or proceeding in respect of the relevant tax liability which is the subject matter of the claim not being finally resolved before the expiry of the applicable limitation period.

• In connection with the Reorganization, it is proposed that the Trustee, on behalf of Champion REIT, and each relevant Holding Company and its subsidiaries will, in line with customary market practice for arm’s-length transactions of this nature, enter into a separate Deed of Tax Covenant with the relevant Vendor Company and the relevant guarantor(s).

• Pursuant to the Deed of Tax Covenant, the Vendor will covenant to indemnify the Purchaser in respect of, among other things, any liability for taxation of any Target Group Companies resulting from, inter alia, income or events before Completion.

• Under the Deed of Tax Covenant, KLP has agreed to indemnify Hongkong Land its share of any tax liability arising from the non-availability of accumulated tax losses and accumulated capital allowances of ORQPL due to a substantialchange in shareholders arising from the Sale and the Comina Transaction.

• CKH has given a tax indemnity to HKL on the like basis as the Deed of Tax Covenant.

More Definitions of Deed of Tax Covenant

Deed of Tax Covenant the deed in the agreed terms to be entered into at Completion between the Vendor and the Purchaser containing taxation covenants and indemnities in respect of each Group Company;

Deed of Tax Covenant the deed of tax covenant to be entered into by the Vendor and the Purchasers at Completion;

Deed of Tax Covenant means that certain Deed of Tax Covenant substantially in the form of Exhibit A hereto, dated as of the Closing Date, between Buyer and Seller, as the same may be amended, supplemented or otherwise modified from time to time.

Deed of Tax Covenant or "TAX COVENANT" shall mean the deed to be entered into at Closing in the form of Exhibit "D".

Deed of Tax Covenant means the deed of that name in the Agreed Terms to be entered into between the Seller and the Purchaser at Completion;

Deed of Tax Covenant means the deed of that name in the Agreed Terms between ICI and the Purchaser and listed in Part 1 (Agreements and deeds) of Schedule 16 (The Transaction Documents). After the First Completion Date and where appropriate, reference to the Deed of Tax Covenant shall mean the Deed of Tax Covenant as executed by the parties to it;

Deed of Tax Covenant means a deed of covenant in the Agreed Form to be executed by the Vendors and delivered on Completion;