Indirect Taxes. Except as otherwise provided in this [Section 5.4], each Party shall be liable for and shall pay the taxes which are imposed on it under Applicable Law arising from, or attributable to, any Payment.

Indirect Taxes. All payments under this Agreement are stated exclusive of Indirect Taxes. If any Indirect Taxes are chargeable in respect of any payments due to Seres under this Agreement, [[MedImmune:Organization]] shall pay such Indirect Taxes at the applicable rate in respect of any such payments following the receipt, where applicable, of an Indirect Taxes invoice issued in the appropriate form by Seres in respect of those payments.

Indirect Taxes. All payments under Articles 6.1, 6.2, 6.4, and 6.5 of this Agreement are stated exclusive of Indirect Taxes. Any Indirect Taxes required to be paid in connection with such payments due to Licensor shall ​. “Indirect Tax” means any sales tax (including any consumption tax or value added tax), use tax, transfer taxes, duties or similar governmental charges.

Indirect Damages. Unless it has caused such damages or losses of the other party intentionally, neither party shall be liable to the other party for indirect, incidental, special, punitive or consequential loss or damages, or for loss of revenues, profits or data, arising out of performance under this Agreement, whether in contract or in tort or otherwise, even if such party has been advised of the possibility of such damages.

Indirect Tax. All payments to be made by one Party to another Party, pursuant to the terms of this Agreement, are stated exclusive of Indirect Taxes. If any Indirect Taxes are chargeable in respect of such payments, the Party making shall payment shall pay such Indirect Taxes at the applicable rate following the receipt where applicable of an Indirect Taxes

All payments provided for in this Agreement are exclusive of Indirect Taxes. If any Indirect Taxes are chargeable in respect of any such payments, the paying Party shall pay such Indirect Taxes at the applicable rate in respect of any such payments following the receipt, where applicable, of an Indirect Taxes invoice issued by the payee Party in respect of those payments. The Parties shall cooperate in good faith to minimize Indirect Taxes addressed in this Section 12.1 in accordance with Applicable Law.

Indirect Means. Any act which Borrower is prohibited from doing shall not be done indirectly through a subsidiary or by any other indirect means.

The term “Indirect Taxes” shall mean customs, duties, value added taxes, excise taxes, use taxes and sales taxes, consumption taxes and other similar taxes.

Indirect Tax. All prices and amounts are exclusive of sales, use, GST, VAT, excise, and other taxes, duties or charges of a similar nature (such taxes “Indirect Taxes”) imposed by any federal, state, provincial, or local government, or other taxing authority. If any such Indirect Tax is chargeable, Licensee shall pay, or upon receipt of invoice from MSD, shall reimburse, these in addition to the sums otherwise payable, at the rate in force at the due time for payment or such other time as is stipulated under the relevant legislation. The Parties shall cooperate in accordance with Applicable Law to minimize any Indirect Taxes

Indirect Exports. Borrowers acknowledge that, notwithstanding anything to the contrary provided for in any other provision of this Agreement or any Other Document, Indirect Exports not may be included as Items under this loan facility, and Export Related Accounts Receivable in connection with the sale of such Indirect Imports may not be included in the Formula Amount, except as and to the extent permitted by [Section 2.15] of the Export-Import Borrower Agreement.