Certain Other Taxes. With respect to any Tax described in Section 5.3(b)(ii), Distributing Co. shall pay to the applicable Tax Authority when due any additional Taxes required to be paid as a result of any Adjustment. Within 10 days of receiving from Distributing Co. a written request for payment (and in no event later than five days before any such Tax is payable by Distributing Co. to the applicable Tax Authority), Controlled Co. shall pay to Distributing Co. an amount equal to the full amount of any such Tax.
Certain Other Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, if any, shall be borne 50 percent by Purchaser and 50 percent by Seller. Purchaser shall file all necessary Tax Returns and other documentation with respect to any such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, and, if required by Applicable Law, Seller will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation and will cooperate with Purchaser to take such commercially reasonable actions as will minimize or reduce the amount of such Taxes.
Certain Other Taxes. The Guarantor will pay (i) all Bank Foreign Taxes imposed (otherwise than by deduction or withholding) on any Bank which constitute Bank Foreign Taxes with respect to such Bank and (ii) all Bank Domestic Taxes imposed on any Bank which constitute Bank Domestic Taxes with respect to such Bank to the extent any such Bank Foreign Taxes or Bank Domestic Taxes result from Bank Foreign Taxes or Bank Domestic Taxes paid or reimbursed by the Guarantor pursuant to this Article 6.
Certain Other Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, if any, shall be paid 50% by Purchaser and 50% by the Company, and the party obligated under applicable Law to file all necessary Tax Returns and other documentation with respect to any such transfer, documentary, sales, use, stamp, registration and other Taxes and fees, shall file such Tax Returns or other documentation and, if required by applicable Law, the other party will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation and will cooperate with the other party to take such commercially reasonable actions as will minimize or reduce the amount of such Taxes or fees.
Certain Other Taxes. 22 SECTION 6.03. Reimbursement of Taxes Paid by a Bank.........................22 ARTICLE 7 MISCELLANEOUS
Certain Other Taxes. LMC shall be allocated any Tax liability of a member of the Spinco Group that is a Specified Tax Matter attributable to operations in a Pre-Distribution Period, it being understood that, notwithstanding any other provision in this Agreement, Spinco shall pay to LMC any amount actually recovered from a Governmental Authority (net of Taxes with respect to thereto) pursuant to the terms and conditions of any Government Contract with respect to such Tax liability.
Certain Other Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with the transactions contemplated by this Agreement, shall be paid by Seller, and Seller will, at its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other such Taxes and fees, and, if required by applicable Law, each of Purchaser, Seller and the Company will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.
Certain Other Taxes. 69 Section 10.4 Tax Audits.................................................69 Section 10.5 Dispute Resolution.........................................70 Section 10.6 Refunds and Tax Benefits...................................71 Section 10.7 Certain Elections..........................................71 Section 10.8 Tax Indemnification........................................72
Certain Other Taxes. All transfer, documentary, sales, use, stamp, registration and other such Taxes and fees (including any penalties and interest) incurred in connection with this Agreement, shall be paid by the party legally responsible therefore when due, and such party will, at their or its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other such Taxes and fees, and, if required by applicable Law, each of Purchaser, the Company and Shareholders will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.
Certain Other Taxes. All sales, use, and other such Taxes and fees (including any penalties and interest) incurred in connection with the transfer of the Purchased Shares, shall be paid by Seller when due, and Seller will, at its sole cost and expense, file all necessary Tax Returns and other documentation with respect to the foregoing and, if required by applicable law, Buyer will, and will cause its affiliates to, join in the execution of any such Tax Returns and other documentation. Notwithstanding the foregoing, all transfer, documentary, stamp, and registration fees incurred in connection with the transfer of the Purchased Shares and financing shall be paid by Buyer.
