State and Local Taxes Clause Samples

The State and Local Taxes clause defines the responsibilities of the parties regarding the payment and handling of taxes imposed by state and local governments. Typically, this clause clarifies whether the seller or buyer is responsible for collecting, remitting, or paying such taxes on goods or services provided under the agreement. For example, it may specify that the buyer must pay any applicable sales tax, or that the seller will include such taxes in the invoice. The core function of this clause is to allocate tax-related obligations clearly, preventing disputes and ensuring compliance with relevant tax laws.
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State and Local Taxes. If the State or any local government attempts to impose any tax including any possessory interest tax upon any party to this Agreement or upon the Enterprise, the Facility or the Gaming Site, the Pokagon Band may direct the Enterprise, in the name of the appropriate party or parties in interest, to resist such attempt through legal action. The costs of such action and the compensation of legal counsel shall be an Operating Expense of the Enterprise. Any such tax shall constitute an Operating Expense of the Enterprise. This section shall in no manner be construed to imply that any party to this Agreement or the Enterprise is liable for any such tax.
State and Local Taxes. The Dealer hereby represents and warrants that all COMPANY PRODUCTS purchased from the Company are purchased for resale in the ordinary course of the Dealer's business. The Dealer further represents and warrants that the Dealer has complied with all requirements for his collection and/or payment of applicable sales, use and like taxes, and has furnished or will furnish evidence thereof to the Company. These representations and warranties shall be deemed a part of each order given by the Dealer to the Company. The Dealer agrees that, as to any COMPANY PRODUCT put to a taxable use by the Dealer, or in fact purchased by the Dealer other than for resale, the Dealer shall make timely and proper return and payment of all applicable sales, use and like taxes, and shall hold the Company harmless from all claims and demands therefor.
State and Local Taxes. In the event that a State or local tax is imposed upon the occupancy, use, valuable possession, or valuable leasehold interest of or in the real property hereby leased, the obligation for the payment of the tax will be wholly that of Lessee.
State and Local Taxes. In the event that any of the Subsidiaries and Parent is required to file, or elects to file, any combined or consolidated (or similar) state or local income or franchise tax returns or is treated as a member of a unitary group with any Member of the Group, then Parent and any Members of the Group that are required to be included in such returns, or that are requested to be included in such returns by Parent, shall join in the filing thereof, and Parent’s obligations to make payments to taxing authorities and the Member’s rights to payments from each other shall be determined in a manner as similar as possible to that provided herein for Federal Tax purposes, except that the use by the AAC Subgroup of net operating losses available for state and local tax purposes will be at no cost to AAC.
State and Local Taxes. The provisions of this Agreement shall apply to state and local tax matters mutatis mutandis. For purposes of calculating the actual liability for Taxes of the Corporation with respect to a Taxable Year, it shall be assumed that the Corporation’s state and local Tax liability (the “Assumed SALT Liability”) equals the product of (i) the net amount of taxable income and gain, if any, apportioned to all states and localities in which the Corporation pays Taxes in that Taxable Year and (ii) the weighted average of the Tax rates applicable to that income and gain, with such weighted average determined by multiplying (A) the tax rate for each jurisdiction in which the Corporation pays Taxes by (B) the apportionment factor with respect to that jurisdiction for the Taxable Year. For purposes of this Section 1.01(d), the Corporation shall use the apportionment factors set forth on the relevant Corporate Tax Returns for that Taxable Year unless otherwise determined by the Corporation after consultation with the TRA Representative.
State and Local Taxes. Each Member shall timely file its own returns and pay its own state and local income and franchise taxes; provided, however, that if any two or more Members are required or elect, or WMS elects or causes any two or more Members to elect, to file combined or consolidated (or similar) income tax returns for any taxable year under any state or local income tax law, the financial consequences of filing such returns among such Members shall be determined in a manner as similar as practicable to those provided herein for federal income tax purposes.
State and Local Taxes. Unless otherwise indicated, the Purchase Order prices shall include any and all VAT, Federal, State and Local Taxes applicable to the manufacture, sale or distribution of the completed Deliverables and any items or materials incorporated therein. PATENTS, TRADEMARKS, INTELLECTUAL PROPERTY.: Seller warrants that neither the Deliverables furnished under the Purchase Order nor the sale or use thereof by Seller or AMRI will infringe on any existing patent, trademark or copyright. Seller shall defend, indemnify and hold harmless AMRI, its affiliates, directors, officers, agents and customers (collectively “Representatives”) from and against any suit, claim or demand alleging patent, trademark or copyright infringement or misappropriation of any trade secret arising out of or in connection with, the Purchase Order. All royalties for patents or charges for the use of patents which may be involved in the performance of the Purchase Order shall be included in the cost of performance and shall be paid by Seller. Seller grants AMRI a fully paid-up, perpetual, non-exclusive, transferrable, sublicenseable license to Seller’s intellectual property to the extent necessary to make, use and sell the Deliverables. To the extent any license to a third party’s intellectual property is necessary for AMRI to make, use and sell the Deliverables, Seller shall obtain such license at its sole expense for AMRI’s benefit.
State and Local Taxes. (EPAAR 1552.229-70) (NOV 1989)
State and Local Taxes. All applicable state and local taxes will be remitted within 30 days of each event under the Planet Bluegrass Special Event Tax License.
State and Local Taxes. Each of FTX and FCX covenants that, in the event the two parties are treated as members of a consolidated, combined or unitary group in any taxable year for the purposes of state and local income taxes in California, Kansas, Minnesota, Montana, Nebraska or North Dakota or with respect to the foreign metals business, it shall indemnify, defend and hold harmless the other party and its Affiliates from and against the portion of such taxes, together with any interest, penalty, addition to tax or additional amount related to such taxes, that is allocable to the indemnifying party using principles analogous to those described in paragraph 4 of the Management Services Agreement dated May 1, 1988, except for paragraphs 4(h) and 4(i) thereof.