Common use of Certain Taxes Clause in Contracts

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, 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.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Roadrunner Transportation Services Holdings, Inc.)

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Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement Agreement, shall be paid by Sellers Buyer when due, and Sellers Buyer will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer Seller will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (YTB International, Inc.), Stock Purchase Agreement (YTB International, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers Buyer when due, and Sellers Buyer will, at their own expense, file all necessary Tax Returns returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (National Automation Services Inc), Stock Purchase Agreement (National Automation Services Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, the Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Phoenix Group Corp), Stock Purchase Agreement (Global Secure Corp.)

Certain Taxes. All transfertransfer (including real property), documentary, sales, use, stamp, registration and other such non-income similar Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers the Buyer when due, and . The Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income similar Taxes and fees, and, if . If required by applicable Law, the Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Share Purchase Agreement (Par Pharmaceutical Companies, Inc.), Share Purchase Agreement (Par Pharmaceutical Companies, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Natural Gas Services Group Inc), Stock Purchase Agreement (Natural Gas Services Group Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers Seller when due, and Sellers Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Netwolves Corp), Stock Purchase Agreement (Norstan Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with the sale of the Shares pursuant to the terms of this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Eif Holdings Inc), Stock Purchase Agreement (Eif Holdings Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, the Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Novus Robotics Inc.), Stock Purchase Agreement (Ecoland International)

Certain Taxes. All transfertransfer (including real property), documentary, sales, use, stamp, registration and other such non-income similar Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers the Purchaser when due, and Sellers the Purchaser will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income similar Taxes and fees, and, if . If required by applicable Law, Buyer Sellers will, and will cause its their Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Merger Agreement (Homeland Security Capital CORP), Merger Agreement (Homeland Security Capital CORP)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Exchange Agreement (Fonix Corp), Exchange Agreement (Fonix Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such nontransfer-income related Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers will, at their own respective expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income such transfer Taxes and fees, and, if required by applicable Law, Buyer will, and or the Acquired Companies will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (First Choice Healthcare Solutions, Inc.), Stock Purchase Agreement (Lightpath Technologies Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer willshall, and will shall cause its controlled Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Peerless Manufacturing Co)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement and the transactions contemplated hereby, shall be paid by Sellers Seller when due, and Sellers Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income such Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Leap Wireless International Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers willshall, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Law, Buyer willthe Purchaser shall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Purchase Agreement (Twin Disc Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Law, Buyer willshall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Membership Purchase Agreement (Steel Dynamics Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement Agreement, shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer the Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Albany Ladder Co Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement assessed against Sellers shall be paid by Sellers when due, and Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer willshall, and will shall cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Critical Homecare Solutions Holdings, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement Agreement, shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer the Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (National Equipment Services Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers each Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer the Company will, and will cause its their Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Keystone Automotive Operations Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers the Seller when due, and Sellers the Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer the Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunoco Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income similar Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall or the Transactions will be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, 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.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Benson Hill, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers Purchaser when due, and Sellers Purchaser will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer Sellers will, and will cause its Affiliates their affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Xata Corp /Mn/)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement Agreement, shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer Purchaser will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Purchase Agreement (Fresh Brands Inc)

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Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers Seller when due, and Sellers Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income such Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Avnet Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration registration, value added, and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration registration, value added, and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sykes Enterprises Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement Agreement, shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Southwest Water Co)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Applicable Law, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pivotal Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers the Seller when due, and Sellers the Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, the Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Styles on Video Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration registration, and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer willPurchaser shall, and will shall cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ventana Medical Systems Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this the Agreement shall be paid by the Sellers when due, and Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Applicable Law, Buyer willshall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Gtsi Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers Seller when due, and Sellers Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, 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.

Appears in 1 contract

Samples: Stock Purchase Agreement (Timberline Resources Corp)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, 38 44 use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, the Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Petroleum Place Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers the Buyer when due, and Sellers willthe Buyer shall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, and if required by applicable Lawlaw, Buyer willthe Seller shall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Saker Aviation Services, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement or the Transactions shall be paid by the Sellers when due, and the Sellers willshall, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Law, Buyer willshall, and will shall cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Share Purchase Agreement (American Tire Distributors Holdings, Inc.)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by the Sellers when due, and the Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer Purchaser will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Equity Purchase Agreement (Xata Corp /Mn/)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, 50 registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Delias Inc)

Certain Taxes. All transfer, documentary, sales, use, stamp, ------------- registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers will, at their own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Contribution and Stock Purchase Agreement (Madison River Capital LLC)

Certain Taxes. All transfer, documentary, sales, use, stamp, registration and other such non-income Taxes and fees (including any penalties and interest) incurred in connection with this Agreement shall be paid by Sellers when due, and Sellers each Seller will, at their its own expense, file all necessary Tax Returns and other documentation with respect to all such transfer, documentary, sales, use, stamp, registration and other non-income Taxes and fees, and, if required by applicable Lawlaw, Buyer the Company will, and will cause its Affiliates to, join in the execution of any such Tax Returns and other documentation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Keystone Automotive Operations Inc)

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