Costs; Taxes. (a) Each party will be responsible for its own costs and expenses related to negotiating, documenting and closing the transaction contemplated hereby, except that (i) Buyer and Seller will split equally any reimbursement costs and expenses for FAA Counsel in effecting registration of the transfer of ownership of the OP Rights and amendment of the Lease, if necessary, and escrow agent fees; (ii) Seller shall be responsible for any costs and expenses owed to the Owner Trustee with respect to its review and approval of the Transaction Documents; (iii) Seller shall be responsible for any costs and expenses of Lessee in connection with the review and approval of the Transaction Documents; and (iv) Buyer shall be responsible for costs and expenses, including legal fees and expenses of FAA Counsel, incurred for the registration on the International Registry and FAA of the sale of the OP Rights and/or Aircraft to Buyer, if required, the assignment of the Lease to Buyer's lender, if required, and the recordation of mortgages on the Aircraft by Buyer's lender.
Costs; Taxes. Grantor retains all responsibilities and shall bear all costs and liabilities of any kind related to the ownership, operation, upkeep, and maintenance of the Property. Grantor shall determine in its sole and absolute discretion whether and to what extent the Property shall be operated, maintained and repaired, and Grantee shall have no control or authority concerning such matters, except to the extent necessary to otherwise enforce the terms of this Easement. Grantor remains solely responsible for obtaining any applicable governmental permits and approvals for any activity or use which shall be undertaken in accordance with all applicable federal, state, and local laws, regulations, and requirements. Grantor shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the Property by competent authority, and shall furnish Grantee with evidence of payment upon request.
Costs; Taxes. Grande Operating shall be responsible for recording and filing documents associated with the transfer of the Transferred Assets to it and for all costs and fees associated therewith, including (i) filing the assignments with appropriate federal, state and local Governmental Authorities as required by applicable Law and (ii) the payment of any and all stamp, documentary, real property transfer, sales, gross receipts, use or similar Taxes or assessments (if any) arising out of the conveyance of the Transferred Assets as contemplated by this Agreement. Each Party shall cooperate with the other in timely making all filings, returns, reports and forms as may be required in connection with the payment of the expenses, fees and costs contemplated by the previous sentence, including delivering all instruments and certificates as are reasonably necessary to minimize such expenses, fees and costs and to enable the other Party to timely comply with the filing of any tax return that relates to such expenses, fees and costs.
Costs; Taxes. The parties shall pay their own costs and expenses incurred in connection with the negotiation and consummation of the transactions contemplated by this Agreement. Each party shall pay any federal, state and local taxes imposed on it by law as a result of the consummation of the transactions contemplated by this Agreement. Southpark Agreement 2006-10-13 VJK (CLEAN) (2)
Costs; Taxes. The costs of this deed and the execution thereof will be for the account of the Company. The Company is not a body as referred to in article 4 Act on the taxes on legal transactions (Wet op belastingen van rechtsverkeer), as a result whereof no taxes on legal transactions are due as a consequence of the present issue. Shareholders’ register The Company declared to make the appropriate entry in the shareholders’ register concerning this issue. Attached documents ./. Furthermore, to this deed will be attached: the powers of attorney;
Costs; Taxes. (1) Each Party shall bear its own costs, including advisor’s fees, arising in connection with the preparation, negotiation, execution, implementation, consummation and settlement of this Agreement and the Transactions.
Costs; Taxes. The Company shall be responsible for recording and filing documents associated with the transfer of the Assets to it and for all costs and fees associated therewith, including (i) filing the assignments with appropriate federal, state and local Governmental Authorities as required by applicable Law and (ii) the payment of any and all stamp, documentary, real property transfer, sales, gross receipts, use or similar Taxes or assessments (if any) arising out of the conveyance of the Assets and the assumption of the Assumed Liabilities as contemplated by this Agreement (collectively, the “Transfer Taxes”). Each Party shall cooperate with the other in timely making all filings, returns, reports and forms as may be required in connection with the payment of the expenses, fees and costs contemplated by the previous sentence, including delivering all instruments and certificates as are reasonably necessary to minimize such expenses, fees and costs and to enable the other Party to timely comply with the filing of any tax return that relates to such expenses, fees and costs.
Costs; Taxes. Except as otherwise specifically provided herein, Buyer, the Violet Parties and the Black Parties shall each pay their own fees, expenses, Taxes and disbursements respectively incurred in connection with the negotiation, preparation and implementation of this Agreement, including any fees and disbursements due to their respective auditors, advisers and legal counsels. The Parties expressly acknowledge and agree that the fees, expenses and disbursements relating to the activity carried out by the auditors, advisers (including financial advisors) and legal counsels engaged by (i) Green (and any other transaction expenses of Green incurred in connection with the negotiation, preparation and implementation of this Agreement) shall be borne exclusively by the Violet Parties and (ii) any Group Company (and any other transaction expenses of any Group Company incurred in connection with the negotiation, preparation and implementation of this Agreement) shall be borne exclusively by the Major Sellers. All Transfer Taxes and Notary fees payable by the Buyer, Violet Parties, Black Parties or MIP Beneficiaries in connection with the sale and purchase of the Shares hereunder or under the MIP SPA (but not, for the avoidance of doubt, any Transfer Taxes or Notary fees payable in connection with the Green Carve Out, all such Transfer Taxes and Notary fees to be borne and paid exclusively by the Violet Parties, or any Transfer Taxes or Notary fees payable in connection with the AV Assignment, all such Transfer Taxes and Notary fees to be borne and paid exclusively by AV) shall be borne and paid equally by the Buyer, on the one side, and the Major Sellers, on the other side (except for Xxxxx Tax equal to (a) Euro 3,446,080 in relation to the sale of the Major Sellers Shares, plus (b) Euro 20,880 in relation to the sale of the Shares owned by the MIP Beneficiaries, minus (c) the Xxxxx Tax Shortfall (as defined below), such resulting amount of Xxxxx Tax to be paid by Buyer); provided that, should Buyer be required under applicable Law to pay for Xxxxx Tax an amount lower than Euro 3,446,080 in relation to the sale of the Major Sellers Shares (such lower amount, the “Reduced Major Sellers Tobin Tax” and the amount equal to (a) Euro 3,446,080 minus (b) the Reduced Major Sellers Tobin Tax, the “Major Sellers Tobin Tax Shortfall”) or an amount lower than Euro 20,880 in relation to the sale of the Shares owned by the MIP Beneficiaries (such lower amount, the “Reduced MIP Xxxxx Tax...
Costs; Taxes. Standard yield protection and indemnification including capital adequacy requirements will be incorporated that will satisfactorily compensate the Lenders in the event that, after execution of the Amended Post-Petition Credit Facility Documentation, any changes in law, requirement, guideline or request of relevant authorities shall increase costs, reduce payments or earnings, or increase capital requirements. Costs and Expenses;
Costs; Taxes. The costs of this deed and the execution thereof will be for the account of the Company. The Company is not a body as referred to in article 4 Legal Transactions Tax Act (Wet op belastingen van rechtsverkeer), as a result whereof no real estate transfer tax (overdrachtsbelasting) is due as a consequence of the present issue. Attached documents Furthermore, to this deed will be attached: • the powers of attorney; • a copy of minutes of the meeting of the Board of Directors (bestuur), evidencing the decisions indicated in this deed; • a copy of the written resolution of the Executive Director; • a copy of the written approval of the chairman of the Remuneration Committee of the Company • the Bank statement; This deed was executed today in Amsterdam. The substance of this deed was stated and explained to the appearing person. The appearing person declared not to require a full reading of the deed, to have taken note of the contents of this deed and to consent to it. Subsequently, this deed was read out in a limited form, and immediately thereafter signed by the appearing person and myself, civil-law notary, at
