Seller Taxes has the meaning set forth in Section 11.1(f).
Seller Taxes means any Taxes imposed from time to time:
Seller Taxes means any and all sales, goods and services, use, excise, import, export, value added, consumption and other taxes and duties assessed, incurred, or required to be collected or paid for any reason in connection with any advertisement, offer or sale of products by Seller, or otherwise in connection with any action, inaction or omission of Seller, any of affiliate of Seller, or any of Seller’s or its affiliates’ employees, agents, contractors or representatives.
Examples of Seller Taxes in a sentence
Nothing herein shall prohibit the Contractor from providing, in its contracts with Sellers, for indemnification from Sellers to reimburse the Contractor for liability resulting from delinquent taxes, charges or other amounts to the extent that Seller Taxes are delinquent due to the actions or inactions of a Seller.
Buyer shall indemnify and hold Seller and its direct or indirect owners and Affiliates harmless from any and all Buyer Taxes, and Seller shall indemnify and hold Buyer and its Affiliates harmless from any and all Seller Taxes.
DOT also agreed to remove such convictions upon request of other drivers similarly effected.
If Buyer, under the Applicable Laws of any country other than Seller’s country of formation or in which Seller has a branch, deducts or withholds Seller Taxes or fails to comply with the requirements of this clause, Buyer shall pay additional amounts to Seller so that Seller receives the full amount of the Contract Price, as though no such Seller Taxes had been deducted or withheld.
The Contractor shall administer a sales and use tax trust bank account to process all Seller Taxes due and owing to the Streamlined States (“Taxes Collected”).
More Definitions of Seller Taxes
Seller Taxes means sales and use taxes due and owing to a Streamlined State from a Seller with whom the Contractor has agreed to perform tax calculating and reporting services.
Seller Taxes means (i) corporate and individual taxes that are measured by net income or profit that are imposed by any governmental authority of any country on the Seller, its employees, Subcontractors or Suppliers; (ii) import duties imposed due to the execution of any agreement, including the Contract, or the performance of, or payment for, Work under the Contract; and (iii) all taxes, duties, fees, or other charges of any nature (including, but not limited to, ad valorem, consumption, excise, franchise, gross receipts, license, property, sales, stamp, storage, transfer, turnover, use, or value-added taxes, and any and all items of withholding, deficiency, penalty, addition to tax, interest, or assessment related thereto), that are imposed by any governmental authority of any country, province or state on the Seller or its employees, its Subcontractors or Suppliers due to the manufacturing, shipment and/or transportation (if the Seller transports the Equipment pursuant to Article 5) of any of the Equipment and/or Services.
Seller Taxes means all corporate income taxes imposed on Seller and any taxes imposed on Seller’s employees in connection with the execution of this Contract or the performance of or payment for work hereunder by Applicable Laws.
Seller Taxes has the meaning set forth in Section 7.04.
Seller Taxes means, without duplication, (a) any Taxes of or imposed on Seller or any of its Affiliates for any taxable period, except for any Ad Valorem Taxes for (i) any Post-Signing Tax Period and (ii) any Signing Straddle Period allocable to Purchaser pursuant to this Agreement, (b) any Ad Valorem Taxes imposed on or with respect to the Transferred Assets for (i) any Pre-Signing Tax Period and (ii) any Signing Straddle Period allocable to Seller pursuant to this Agreement, (c) any Taxes (excluding any Ad Valorem Taxes) imposed with respect to the Transferred Assets or the Transferred Employees for (i) any Pre-Closing Tax Period and (ii) any Straddle Period allocable to Seller pursuant to this Agreement, and (d) Seller’s liability for Transfer Taxes pursuant to Section 4.3(c).
Seller Taxes means (i) all Income Taxes imposed by any applicable laws on Seller, any of its direct or indirect owners or affiliates, or any combined, unitary, or consolidated group of which any of the foregoing is or was a member, (ii) Asset Taxes allocable to Seller pursuant to Sections 11.2 and 11.3 (taking into account, and without duplication of, such Asset Taxes effectively borne by Seller as a result of the adjustments to the Final Payment made pursuant to Section 2.2 or Section 8.1, as applicable), (iii) any Taxes attributable to any asset or business of Seller that is not part of the Purchased Assets, and (iv) any and all other Taxes imposed on or with respect to the ownership or operation of the Purchased Assets for any Tax period (or portion thereof) ending before the Effective Time.
Seller Taxes means (i) any and all Taxes imposed on the Purchaser (solely to the extent attributable to the Purchased Assets or any Acquired Subsidiary), the Purchased Assets or any Acquired Subsidiary for taxable periods ending on or before the Closing Date and for Pre-Closing Straddle Periods, (ii) any Loss arising or resulting from a breach or inaccuracy of the representations and warranties set forth in Section 4.9(c)(ii) or Section 4.9(h) as such representations would read if “three years” were replaced with “ten years” or a breach of the covenants set forth in Section 7.2(xi) or Section 7.10, (iii) any and all Taxes of any member of a consolidated, combined, or unitary group of which any Acquired Subsidiary (or any predecessor thereof) is or was a member of on or prior to the Closing Date, by reason of the liability of such Acquired Subsidiary (or any predecessor thereof) pursuant to Treasury Regulation Section 1.1502-6(a) (or any predecessor or successor thereof or any analogous or similar provision under state, local, or foreign Tax Law), and (iv) any and all Taxes of any Person imposed on any Purchased Asset or Acquired Subsidiary as a transferee or successor, by contract or pursuant to any law, rule or regulation, which Taxes relate to an event or transaction occurring before the Closing. In the case of any taxable period that includes (but does not end on) the Closing Date (a “Straddle Period”), the amount of Taxes imposed on the Purchaser, the Purchased Assets or any Acquired Subsidiaries, as applicable, for such Straddle Period shall be allocated between the portion of the Straddle Period ending on, and including, the Closing Date (the “Pre-Closing Straddle Period”) and the portion of the Straddle Period beginning after the Closing Date (the “Post-Closing Straddle Period”). The amount of Taxes imposed on the Purchaser, the Purchased Assets or any Acquired Subsidiaries for any Straddle Period that is based on or measured by income or receipts and any employment Taxes, withholding Taxes and sale or use Taxes shall be allocated between the Pre-Closing Straddle Period and the Post-Closing Straddle Period based on an interim closing of the books as of the close of business on the Closing Date (provided that, with respect to any Acquired Subsidiary that is a tax-paying entity in a particular Tax jurisdiction (other than a jurisdiction in which the transactions contemplated by this Agreement result in an adjustment to the basis of the assets of such Acquired Subs...