commissions, discounts, refunds, rebates (including, but not limited to, wholesaler inventory management fees), chargebacks, retroactive price adjustments, and any other allowances which effectively reduce the net selling price;
Refunds to Employer: Once Contributions are made to the Plan by the Employer on behalf of the Participants, they are not refundable to the Employer unless a Contribution:
Buyer shall be solely responsible for any further remittance of income tax gross-up refunds received from Seller to developers or customers from whom the CIAC or Advances were collected.
None of the Contributed Entities is a party to any agreement, whether written or unwritten, providing for the payment of Taxes, Tax losses, entitlements to Tax refunds or similar Tax matters.
# shall have the right at any time to file an action for the adjustment of Taxes payable for any tax year during which has any liability (including the tax year of Closing and any prior tax years). If files (or has previously filed) such an action affecting any tax year prior to the year of Closing, any tax savings or refunds resulting from such action shall be solely the property of . If either or should file an action for an adjustment of Taxes affecting the tax year in which the Closing occurs, and if as a result thereof Taxes for said tax year are reduced, then any tax savings or refunds and the third party costs incurred to achieve the tax savings or refunds less the cost of the action shall be prorated between and effective as of the Closing Date.
Loan Parties Taxes paid in cash for such Excess Cash Flow Period (reduced by any foreign, United States, state or local tax refunds received by Loan Parties during such Excess Cash Flow Period);
Section # Tax Refunds and Credits. Any refund or credits of Taxes paid or payable that are attributable to the for any Pre-Closing Period (or for any Straddle Period to the extent allocable (determined in a manner consistent with [Section 10.2(b)]) to the portion of such period beginning before and ending on the Closing Date) shall be for the account of Seller. Any refunds or credits of Taxes paid or payable that are attributable to the for any other taxable period shall be for the account of . To the extent permitted by applicable Law, shall, if Seller so requests and at Seller’s expense, cause the to use commercially reasonable efforts to file for and obtain any refunds or credits to which Seller is entitled pursuant to this [Section 10.4], provided that shall not be required to cause the to take any action that could prejudice the legal or economic position of , the or any of their Affiliates. shall cause the to forward to Seller such refund within thirty (30) Business Days after the refund is received (or reimburse Seller for any such credit within thirty (30) Business Days after the credit is applied against another Tax liability); provided, however, that Seller shall indemnify for any amount paid to it pursuant to this [Section 10.4] if any such refund or credit is subsequently disallowed. The parties agree that to the extent Tax Refunds covered by this [Section 10.4] are accounted for in the calculations of the purchase price adjustments set forth in [Section 2.2] such Tax Refunds shall not be owed.
all refunds, rebates or credits in connection with reduction in taxes and assessments charged against the Real Property as a result of tax certiorari or any applications or proceedings for reduction (collectively, the “Tax Certiorari”);
all rights of Sellers under the Assumed Employee Benefit Plans including all pre‑payments, deposits and refunds thereunder, and any assets maintained pursuant thereto or in connection therewith, each as set forth in [Schedule 2.1(m)];
all claims, deposits, prepayments, refunds, causes of action, choses in action, rights of recovery, rights of set off, and rights of recoupment with respect to any other Excluded Assets (including with respect to insurance policies), except to the extent included in the definition of “Purchased Causes of Action”;
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