Common use of Apportioned Obligations Clause in Contracts

Apportioned Obligations. (a) All personal property Taxes and similar ad valorem obligations levied with respect to the Acquired Assets for a taxable period which includes (but does not end on) the Closing Date (collectively, the “Apportioned Obligations”) shall be apportioned between Aeglea and Immedica based on the number of days of such taxable period up to and including the Closing Date (any such portion of such taxable period, the “Pre-Closing Tax Period”) and the number of days of such taxable period after the Closing Date (any such portion of such taxable period, the “Post-Closing Tax Period”). Aeglea shall be liable for the proportionate amount of such Taxes that is attributable to the Pre-Closing Tax Period, and Immedica shall be liable for the proportionate amount of such Taxes that is attributable to the Post-Closing Tax Period. (b) Apportioned Obligations shall be timely paid, and all applicable filings, reports and returns shall be filed, as provided by applicable Law. (c) The paying party of any Transfer Tax or Apportioned Obligation shall be entitled to reimbursement from the non-paying party in accordance with Section 8.3 and Section 8.4(a), respectively. Upon payment of any such Transfer Tax or Apportioned Obligation, the paying party shall present a statement to the non-paying party setting forth the amount of reimbursement to which the paying party is entitled under Section 8.3 and Section 8.4(a), respectively, together with such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The non-paying party shall make such reimbursement promptly but in no event later than ten (10) days after the presentation of such statement.

Apportioned Obligations. (a) All real property taxes, personal property Taxes taxes and similar ad valorem obligations levied with respect to the Acquired Transferred Assets for a taxable period which includes (but does not end on) the Closing Date (collectively, the “Apportioned Obligations”) shall be apportioned between Aeglea Seller and Immedica Buyer based on the number of days of such taxable period up prior to and including the Closing Date (any such portion of such taxable period, the “Pre-Closing Tax Period”) and the number of days of such taxable period after the Closing Date (any such portion of such taxable period, the “Post-Closing Tax Period”). Aeglea Seller shall be liable for the proportionate amount of such Taxes taxes that is attributable to the Pre-Closing Tax Period, and Immedica Buyer shall be liable for the proportionate amount of such Taxes taxes that is attributable to the Post-Closing Tax Period. (b) . Apportioned Obligations shall be timely paid, and all applicable filings, reports and returns shall be filed, as provided by applicable Law. (c) law. The paying party of any Transfer Tax or Apportioned Obligation shall be entitled to reimbursement from the non-paying party in accordance with this Section 8.3 and Section 8.4(a), respectively10.04. Upon payment of any such Transfer Tax or Apportioned Obligation, the paying party shall present a statement to the non-paying party setting forth the amount of reimbursement to which the paying party is entitled under this Section 8.3 and Section 8.4(a), respectively10.04, together with such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The non-paying party shall make such reimbursement promptly but in no event later than ten (10) 10 days after the presentation of such statement.

Apportioned Obligations. (a) All real property taxes, personal property Taxes taxes and similar ad valorem obligations levied with respect to the Acquired Assets Transferred Entities or the ETFs Business for a taxable period which includes (but does not end on) the Closing Date (collectively, the “Apportioned Obligations”) shall be apportioned between Aeglea Seller and Immedica Buyer based on the number of days of such taxable period up to and including included in the Closing Date (any such portion of such taxable period, the “Pre-Closing Tax Period”) Period and the number of days of such taxable period after the Closing Date (any such portion of such taxable period, the “Post-Closing Tax Period”). Aeglea Seller shall be liable for the proportionate amount of such Taxes taxes that is attributable to the Pre-Closing Tax Period, and Immedica Buyer shall be liable for the proportionate amount of such Taxes taxes that is attributable to the Post-Closing Tax Period. (b) . Apportioned Obligations shall be timely paid, and all applicable filings, reports and returns shall be filed, by Buyer or Seller as provided by applicable Law. (c) The , provided that the paying party of any Transfer Tax or Apportioned Obligation shall be entitled to reimbursement from the non-paying party in accordance with Section 8.3 and Section 8.4(a), respectivelythis ‎Section 8.03. Upon payment of any such Transfer Tax or Apportioned Obligation, the paying party shall present a statement to the non-paying party setting forth the amount of reimbursement to which the paying party is entitled under Section 8.3 and Section 8.4(a), respectivelythis ‎Section 8.03, together with such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The non-paying party shall make such reimbursement promptly but in no event later than ten (10) days after the presentation of such statement.

Apportioned Obligations. (a) All real property Taxes, personal property Taxes and similar ad valorem obligations levied with respect to the Acquired Purchased Assets for a taxable period which includes (but does not end on) the Closing Date (collectively, the “Apportioned Obligations”) shall be apportioned between Aeglea Seller and Immedica Buyer based on the number of days of such taxable period up to and including the Closing Date (any such portion of such taxable period, the “Pre-Closing Tax Period”) Period and the number of days of such taxable period after the Closing Date (any such portion of such taxable period, the “Post-Closing Tax Period”). Aeglea Seller shall be liable for the proportionate amount of such Taxes that is attributable to the Pre-Closing Tax Period, and Immedica Buyer shall be liable for the proportionate amount of such Taxes that is attributable to the Post-Closing Tax Period. Notwithstanding the foregoing, Seller shall be liable for all Apportioned Obligations relating to or resulting from the Pre-Closing Reorganization. (b) Apportioned Obligations shall be timely paid, and all applicable filings, reports and returns shall be filed, as provided by applicable Applicable Law. (c) . The paying party of any Transfer Tax or Apportioned Obligation shall be entitled to reimbursement from the non-paying party in accordance with Section 8.3 and Section 8.4(a8.06(a), respectively. Upon payment of any such Transfer Tax or Apportioned Obligation, the paying party shall present a statement to the non-paying party setting forth the amount of reimbursement to which the paying party is entitled under Section 8.3 and Section 8.4(a), respectively, 8.06(a) together with such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The non-paying party shall make such reimbursement promptly but in no event later than ten (10) days after the presentation of such statement. Any payment not made within such time shall bear interest at the rate set forth in Section 2.12.

Apportioned Obligations. (a) All personal property Taxes and similar ad valorem obligations levied with respect to the Acquired Assets for a taxable period which includes (but does not end on) the Closing Date (collectively, the “Apportioned Obligations”) shall be apportioned between Aeglea and Immedica based on the number of days of such taxable period up to and including the Closing Date (any such portion of such taxable period, the “Pre-Closing Tax Period”) and the number of days of such taxable period after the Closing Date (any such portion of such taxable period, the “Post-Closing Tax Period”). Aeglea shall be liable for the proportionate amount of such Taxes that is attributable to the Pre-Closing Tax Period, and Immedica shall be liable for the proportionate amount of such Taxes that is attributable to the Post-Closing Tax Period. (b) Apportioned Obligations shall be timely paid, and all applicable filings, reports and returns shall be filed, as provided by applicable Law. (c) The paying party of any Transfer Tax or Apportioned Obligation shall be entitled to reimbursement from the non-paying party in accordance with Section ‎Section 8.3 and Section ‎Section 8.4(a), respectively. Upon payment of any such Transfer Tax or Apportioned Obligation, the paying party shall present a statement to the non-paying party setting forth the amount of reimbursement to which the paying party is entitled under Section ‎Section 8.3 and Section ‎Section 8.4(a), respectively, together with such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The non-paying party shall make such reimbursement promptly but in no event later than ten (10) days after the presentation of such statement.