The Tax Indemnification Agreement serves as a critical risk allocation tool in corporate transactions and business relationships under Belgian law. This document is commonly used in mergers, acquisitions, corporate restructurings, or other significant business transactions where historical or future tax liabilities need to be clearly allocated between parties. The agreement provides detailed mechanisms for identifying covered tax liabilities, making claims, and securing compensation, while ensuring compliance with Belgian tax regulations and relevant EU directives. It addresses various tax-related risks including income tax, VAT, employment taxes, and potential tax authority challenges. The Tax Indemnification Agreement typically includes specific provisions for calculating indemnification amounts, time limits for claims, and procedures for handling tax authority investigations or disputes.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership聽of your docs
1. Parties: Identification of the indemnitor and indemnitee, including their legal status and registered addresses
2. Background: Context of the agreement, including the underlying transaction or relationship giving rise to the tax indemnification obligation
3. Definitions: Detailed definitions of key terms, including 'Tax', 'Tax Authority', 'Tax Liability', 'Indemnified Taxes', and other relevant terms
4. Scope of Indemnification: Detailed description of the tax liabilities covered by the indemnification obligation
5. Indemnification Obligations: Specific obligations of the indemnitor, including timing and method of payment
6. Exclusions: Specific exclusions from the indemnification obligations
7. Claims Procedure: Process for making indemnification claims, including notification requirements and time limits
8. Payment Mechanics: Details of how and when payments should be made, including currency and payment method
9. Tax Treatment of Payments: Provisions regarding the tax treatment of indemnification payments
10. Cooperation and Information: Obligations regarding information sharing and cooperation in tax matters
11. Duration: Term of the agreement and survival of obligations
12. Governing Law and Jurisdiction: Specification of Belgian law as governing law and jurisdiction for disputes
13. General Provisions: Standard contractual provisions including notices, amendments, and severability
1. Cross-Border Provisions: Additional provisions for cross-border tax implications, required when parties are in different jurisdictions
2. Group Company Provisions: Provisions dealing with group company aspects, required when either party is part of a larger corporate group
3. Tax Gross-Up: Provisions for grossing up payments to account for taxes on indemnification payments, optional depending on party agreement
4. Tax Insurance: Provisions relating to tax insurance policies, if applicable
5. Third Party Rights: Provisions regarding rights of third parties, particularly relevant if group companies are involved
6. Securities and Guarantees: Provisions for any security or guarantee arrangements supporting the indemnification obligations
7. Specific Transaction Provisions: Provisions specific to particular types of transactions (e.g., mergers, acquisitions, reorganizations)
1. Schedule 1 - Specific Indemnified Taxes: Detailed list of specific tax liabilities covered by the indemnification
2. Schedule 2 - Claims Procedures: Detailed procedures for making and processing indemnification claims
3. Schedule 3 - Calculation Methodology: Methodology for calculating indemnification amounts
4. Schedule 4 - Contact Details: Contact information for notices and claims
5. Appendix A - Relevant Tax Rulings: Copies of relevant tax rulings or opinions
6. Appendix B - Historical Tax Information: Relevant historical tax information or returns
7. Appendix C - Power of Attorney: Form of power of attorney for tax matters, if required
Find the exact document you need
Release Indemnify And Hold Harmless
A Belgian law-governed agreement combining release of claims, indemnification provisions, and hold harmless obligations between parties.
Download
Indemnification Agreement For Officers And Directors
A Belgian law-governed agreement establishing terms for company indemnification of directors and officers against liabilities and expenses incurred in their official capacity.
Download
Indemnity Service Agreement
Belgian law-governed agreement establishing service provision terms with indemnification obligations and risk allocation mechanisms.
Download
Deductible Indemnity Agreement
A Belgian law-governed agreement establishing indemnification obligations with deductible provisions, defining risk allocation and claims procedures between parties.
Download
Indemnity Agreement Form
A Belgian law-governed agreement establishing indemnification obligations between parties, defining compensation terms for specified losses and liabilities.
Download
Tax Indemnification Agreement
A Belgian law agreement establishing tax indemnification obligations between parties, typically used in corporate transactions to allocate tax risks and liabilities.
Download
Indemnification Form
A Belgian law-governed Indemnification Form establishing legal protection and liability coverage between contracting parties.
Download
Indemnity Form
A Belgian law-governed agreement where one party agrees to protect and compensate another against specified losses or liabilities.
Download
Mutual Indemnification Agreement
A Belgian law-governed agreement establishing mutual indemnification obligations between parties, including claim procedures and enforcement mechanisms.
Download
Letter Of Indemnity Form
A Belgian law-governed formal document establishing one party's commitment to compensate another for specified losses, damages, or liabilities.
Download
Indemnification Contract
A Belgian law-governed Indemnification Contract establishing risk transfer and compensation obligations between parties, with comprehensive claim procedures and liability provisions.
Download
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)