Indemnity for tax deductions clause—joint venture agreement
Produced in partnership with Arun Birla of Paul Hastings , Hannah Gray of Paul Hastings and Abigail Hung of Paul Hastings

The following Tax precedent produced in partnership with Arun Birla of Paul Hastings, Hannah Gray of Paul Hastings and Abigail Hung of Paul Hastings provides comprehensive and up to date legal information covering:

  • Indemnity for tax deductions clause—joint venture agreement
  • 1 Deductions from payments and indemnity for tax deductions

Indemnity for tax deductions clause—joint venture agreement

    1. 1

      Deductions from payments and indemnity for tax deductions

      1. 1.1

        [Subject to anything to the contrary in this Agreement,] the Company shall make all payments to the Shareholders [required under this Agreement] free and clear of all deductions or withholdings save as may be required by law.

      1. 1.2

        If:

        1. 1.2.1

          the Company makes a payment to a shareholder [under this Agreement] without deduction of income tax because it reasonably believes that the shareholder receiving the payment (the Relevant Shareholder) satisfies one of the conditions set out in chapter 8 or chapter 11 of Part 15 of the Income tax Act 2007 (as appropriate); and

        1. 1.2.2

          the Company is liable to account for income tax pursuant to chapter 15 or chapter 16 of Part 15 of the Income Tax Act 2007 in respect of such payment to the Relevant Shareholder;

        the Relevant Shareholder covenants to pay to the Company an amount equal to the liability for income tax on such payment together with any interest and penalties relating to such

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