Common use of Allocation of Transfer and Property Taxes Clause in Contracts

Allocation of Transfer and Property Taxes. (a) All excise, sales, use, value added, registration stamp, recording, documentary, conveyancing, franchise, property, transfer, gains and similar Taxes, levies, charges and fees including any deficiencies, interest, penalties, additions to Tax or additional amounts excluding any Income Taxes (collectively, "Transfer Taxes") incurred in connection with the transactions contemplated by this Agreement (including the Intellectual Property Agreements) shall be shared equally by the Buyer and the Sellers. Buyer and Sellers shall use reasonable efforts to minimize the amount of all Transfer Taxes and shall cooperate in providing each other with any appropriate resale exemption certifications and other similar documentation. The party that is required by applicable law to make the filings, reports or returns and to handle any audits or controversies with respect to any applicable Transfer Taxes shall do so, and the other party shall cooperate with respect thereto as necessary.

Appears in 1 contract

Samples: Asset Purchase Agreement (DRS Technologies Inc)

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Allocation of Transfer and Property Taxes. (a) All excise, sales, use, value added, registration stamp, recording, documentary, conveyancing, franchise, property, transfer, gains and similar Taxes, levies, charges and fees including any deficiencies, interest, penalties, additions to Tax tax or additional amounts excluding any Income Taxes (collectively, "Transfer Taxes") incurred in connection with the transactions contemplated by this Agreement (including and the Intellectual Property Agreements) other Transaction Agreements shall be shared borne equally by the Buyer and the SellersSeller. Buyer and Sellers Seller shall use reasonable efforts to minimize the amount of all Transfer Taxes and shall cooperate in providing each other with any appropriate resale exemption certifications and other similar documentation. The party that is required by applicable law to make the filings, reports reports, or returns and to handle any audits or controversies with respect to any applicable Transfer Taxes shall do so, and the other party shall cooperate with respect thereto as necessary.

Appears in 1 contract

Samples: Asset Purchase Agreement (Texas Instruments Inc)

Allocation of Transfer and Property Taxes. (a) All excise, sales, use, value added, registration stamp, recording, documentary, conveyancing, franchise, property, transfer, gains and similar Taxes, levies, charges and fees including any deficiencies, interest, penalties, additions to Tax tax or additional amounts excluding any Income Taxes (collectively, "Transfer Taxes") incurred in connection with the transactions contemplated by -------------- this Agreement (including the Intellectual Property Agreements) shall be shared borne equally by the Buyer Company and Raytheon. Xxxx, the Sellers. Buyer Company and Sellers Raytheon shall use reasonable efforts to minimize the amount of all Transfer Taxes and shall cooperate in providing each other with any appropriate resale exemption certifications and other similar documentation. The party that is required by applicable law to make the filings, reports reports, or returns and to handle any audits or controversies with respect to any applicable Transfer Taxes shall do so, and the other party shall cooperate with respect thereto as necessary.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alliance Laundry Holdings LLC)

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Allocation of Transfer and Property Taxes. (a) All excise, sales, use, value added, registration stamp, recording, documentary, conveyancing, franchise, property, transfer, gains and similar Taxes, levies, charges and fees including any deficiencies, interest, penalties, additions to Tax tax or additional amounts excluding any Income Taxes (collectively, "Transfer TaxesTRANSFER TAXES") incurred in connection with the transactions contemplated by this Agreement (including and the Intellectual Property Agreements) other Transaction Agreements shall be shared borne equally by the Buyer and the SellersSeller. Buyer and Sellers Seller shall use reasonable efforts to minimize the amount of all Transfer Taxes and shall cooperate in providing each other with any appropriate resale exemption certifications and other similar documentation. The party that is required by applicable law to make the filings, reports reports, or returns and to handle any audits or controversies with respect to any applicable Transfer Taxes shall do so, and the other party shall cooperate with respect thereto as necessary.

Appears in 1 contract

Samples: Asset Purchase Agreement (Raytheon Co)

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