Indemnity for tax deductions clause—joint venture agreement

Produced in partnership with Arun Birla of Paul Hastings LLP , Hannah Gray of Paul Hastings LLP and Abigail Hung of Paul Hastings LLP

Precedents

Indemnity for tax deductions clause—joint venture agreement

Produced in partnership with Arun Birla of Paul Hastings LLP , Hannah Gray of Paul Hastings LLP and Abigail Hung of Paul Hastings LLP

Precedents

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

Arun Birla

Partner, Paul Hastings LLP

Arun Birla is a partner in the Tax practice of Paul Hastings. Mr. Birla advises UK and international clients on transactions involving M&A, private equity, investment funds, structured and asset finance, joint ventures, financing arrangements, corporate mergers, demergers, reorganisations, and restructurings. Author of:

Hannah Gray

Trainee Solicitor, Paul Hastings LLP

Hannah Gray is an associate in the Tax practice of the London office of Paul Hastings. She has advised a number of UK based and international clients on structuring of financial products as well as on the corporate and tax (both direct and indirect tax) implications of a broad range of transactions covering M&A, private equity, investment funds and financing arrangements.

Author of:

Abigail Hung

Associate, Paul Hastings LLP

Jurisdiction(s):

United Kingdom

��Ƶ