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1. Tax Gross-Up Provisions: Additional provisions to ensure that indemnity payments themselves do not create additional tax liabilities

2. Third Party Claims: Specific procedures for handling tax claims involving third parties

3. Security Provisions: Requirements for security or collateral to secure indemnification obligations

4. Tax Return Preparation: Provisions regarding the preparation and filing of relevant tax returns

5. Refund and Credit Provisions: Procedures for handling tax refunds or credits related to indemnified taxes

6. Compliance with Transfer Pricing Rules: Specific provisions addressing transfer pricing compliance if relevant to the underlying transaction

1. Schedule A - Covered Taxes: Detailed list of specific taxes covered by the indemnification

2. Schedule B - Excluded Taxes: List of taxes specifically excluded from the indemnification scope

3. Schedule C - Pre-Existing Tax Matters: List of known tax issues or ongoing proceedings as of the agreement date

4. Appendix 1 - Notice Requirements: Detailed procedures and requirements for tax-related notices

5. Appendix 2 - Claim Processing Procedures: Step-by-step procedures for processing and handling tax claims

6. Appendix 3 - Required Documentation: List of required supporting documentation for tax claims and payments