Taxes clause in English contracts

Mondo Social Updated on 2024-01-28

Learn the tax clause in an English contract, Xi taxes, taken from a real contract abroad.

1. Original English text:

taxes. the company shall pay, and shall cause each of its subsidiaries to pay, prior to delinquency, all material taxes and governmental levies except such as are contested in good faith and by appropriate proceedings or where the failure to effect such payment is not adverse in any material respect to the holders of the notes.

2. Key Vocabulary:

1. delinquency: noun, overdue, unable to pay when due, unable to repay debts after overdue;

2. levy: noun, tax;

3. contest: verb, to raise objections;

4. in good faith: fixed matching, good;

5. adverse: adjective, unfavorable;

6. note: noun, bill.

3. Sentence analysis:

The tax clause may include two aspects: one is the allocation of the tax burden;The second is to state that the party has paid the tax in accordance with the law, which is essentially the content of the representation and warranty clause. The approximate meaning of this sentence is that, with the exception of two special circumstances, the company should pay and procure the subsidiary to pay the tax. Note that the word delinquency means "unable to pay when due, unable to repay debts when due", which can be translated as "overdue" in the sentence. This sentence is not difficult overall, as long as you can find two situations in which you do not need to pay.

Fourth, the overall translation:

Taxation. The Company shall pay and procure the payment of all material taxes and ** taxes by each of its subsidiaries before they are due, except for taxes that have been disputed in good faith through due process or where the failure to pay such taxes will not have any material adverse effect on the noteholders.

About the Author:

Mark Xu, the founder of Juntai Legal Translation, is an expert in legal English and English contracts. Master of Laws (International Law) from Nanjing University, Nanjing University-Johns Hopkins University Center for Chinese and American Cultural Studies, undergraduate English major. He has a legal professional qualification certificate and a CET-8 certificate in English. Long-term provision of legal English services, such as: legal English documents, English contract drafting, review, translation, over the years with a total of 3 million + words, with rich experience in legal English documents, English contract processing.

Related Pages