Foreign Tax Clause Samples
The Foreign Tax clause defines how taxes imposed by foreign jurisdictions are handled within the context of the agreement. It typically specifies which party is responsible for paying or withholding taxes levied by countries outside the primary jurisdiction, and may outline procedures for claiming tax credits or exemptions. This clause ensures that both parties understand their obligations regarding international tax liabilities, thereby preventing disputes and clarifying financial responsibilities related to cross-border transactions.
Foreign Tax. The Company has in its possession official foreign government receipts for any Taxes paid by it to any foreign Tax authorities.
Foreign Tax. Each Acquired Entity has in its possession official foreign government receipts for any Taxes paid by it, or paid on its behalf, to any foreign Governmental Body for which receipts are customarily provided. No Acquired Entity has a permanent establishment in any foreign country, as defined in any applicable Tax treaty or convention between the United States and such foreign country, or otherwise has an office or fixed place of business in a country other than the country in which it is organized.
Foreign Tax. Company is not subject to Tax in any country other than its country of incorporation, organization or formation by virtue of having employees, a permanent establishment or any other place of business in such jurisdiction. Company has in its possession official foreign government receipts for any Taxes paid by it to any foreign Tax authorities.
Foreign Tax. If Company is required by any foreign tax authority to withhold taxes on payments to MS, then Company may deduct such taxes from the amount owed MS and pay them to that authority. Company must deliver to MS an official receipt for any taxes withheld (or other documents necessary) for MS to claim a foreign tax credit. Company must deliver the receipt within *** days of payment of the tax. If MS is defined as MSLI or MCCL, a foreign tax authority is a non-U.S. authority. If MS is defined as MIOL, a foreign tax authority is a non-Irish authority. If Company does business in a jurisdiction, that uses the Value Added Tax or sales tax numbers (“VAT Number”) for tax identification purpose, Company must provide its VAT Number in the Reporting and Payment Schedule.
Foreign Tax. Parent and each of its Subsidiaries has in its possession official foreign government receipts for any Taxes paid by it to any foreign Tax authorities.
Foreign Tax. No Seller Party (with respect to such Seller Party or the RFG Business) (i) has or has had a permanent establishment in any foreign country, as defined in any applicable Tax treaty or convention between the United States and such foreign country, or otherwise has or has had an office or fixed place of business in a country other than the country in which it is organized; (ii) has ever engaged in a trade or business in any country other than the country in which it is organized that subjected it to Tax in such country; or (iii) is, or ever has been, subject to Tax in a jurisdiction outside the country in which it is organized.
Foreign Tax. The Swiss Originator only represents and warrants that either:
(i) any interest received from the Seller under the Transaction Documents will be treated as interest income for the purposes of Foreign Tax and no deduction will be claimed by it for the purposes of Foreign Tax in respect of the payment of such interest income to it; or
(ii) a corresponding amount to the deduction for or on account of tax which the Seller would take in Ireland with respect to interest or other distributions payable to it under the Transaction Documents will be included (within the meaning of section 835Z of the TCA) by it in its jurisdiction of incorporation. Notwithstanding any other provision of this Agreement or any other Transaction Document, the representations and warranties contained in this Section shall be continuing, and remain in full force and effect until the Final Payout Date.
Foreign Tax. No member of the Company Group (i) is treated for any Tax purpose as resident in a country other than the country of its incorporation; (ii) has or has had any trade or business, branch, agency, or permanent establishment (within the meaning of an applicable Tax treaty) in a country other than the country of its incorporation or is considered to be a branch, agency, or permanent establishment of an entity resident in a country other than the country of the member of the Company Group’s (as applicable) incorporation; or (iii) has otherwise become subject to Tax jurisdiction in a country other than the country of its incorporation.
Foreign Tax. Company is not subject to Tax in any country other than its country of incorporation, organization or formation by virtue of having employees, a permanent establishment or any other place of business in such jurisdiction. Company has in its possession official foreign government receipts for any Taxes paid by it to any foreign Tax authorities. Company is not, and has never been, a (i) a “passive foreign investment company” within the meaning of Section 1297 of the Code; or (ii) except as set forth on Section 2.13(k) of the Disclosure Schedule, a “controlled foreign corporation” within the meaning of Section 957 of the Code. MasteryConnect B.V. does not have (i) any item of income that could constitute subpart F income within the meaning of Section 952 of the Code, or (ii) any investment in “United States property” within the meaning of Section 956 of the Code.
Foreign Tax. Customer shall bear sole responsibility for complying with all tax reporting requirements of, and for payment of any and all taxes and tariffs, including but not limited to excise, import/export, and sales tax imposed by and/or due and payable to any foreign U.S. state (e.g. other than California) or nation (e.g. other than the U.S.).