Common use of Expenses and Transfer Taxes Clause in Contracts

Expenses and Transfer Taxes. 13.1 TNCI shall be solely responsible for paying its own expenses and costs incident to the preparation of this Agreement and to the consummation of the transactions contemplated by this Agreement, and shall have no obligation for paying such expenses or costs of IFT. 13.2 IFT shall be solely responsible for paying is own expenses and costs incident to the preparation of this Agreement and to the consummation of the transactions contemplated by this Agreement, and shall have no obligation to reimburse the expenses or costs of TNCI. 13.3 Notwithstanding any of the other provisions hereof, in the event of arbitration with respect to the interpretation or enforcement of this Agreement in accordance with Paragraph 11.4 hereof, the prevailing party in any such matter shall be entitled to recover from the other party their or its reasonable costs and expense, including reasonable attorneys' fees, incurred in such arbitration and/or litigation. For purposes of this subparagraph 13.3, a party shall be deemed to be the prevailing party only if such party (A)(i) receives an award or judgment in such arbitration and/or litigation for more than 50% of the disputed amount involved in such matter, or (ii) is ordered to pay the other party less than 50% of the disputed amount involved in such matter or (B)(i) succeeds in having imposed a material equitable remedy on the other party (such as an injunction or order compelling specific performance), or (ii) succeeds in defeating the other party's request for such an equitable remedy. 13.4 TNCI and IFT do not believe any sales or transfer taxes will be due as a result of the sale and transfer of the Assets as contemplated in this Agreement. TNCI shall, however, pay any sales or transfer taxes which may become due on the sale or transfer of the Assets to TNCI and the other transactions contemplated under this Agreement.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Interactive Flight Technologies Inc), Asset Purchase Agreement (Network Connection Inc), Asset Purchase Agreement (Interactive Flight Technologies Inc)

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Expenses and Transfer Taxes. 13.1 TNCI 0.0. Xxxxxxxxn shall be solely responsible for paying its own expenses and costs incident to the preparation of this Agreement and to the consummation of the transactions contemplated by this Agreement, and shall have no obligation for paying such expenses or costs of IFTthe other parties. 13.2 IFT 9.2. The Company and the Selling Shareholder shall be solely responsible for paying is their own expenses and costs incident to the preparation of this Agreement and to the consummation consununation of the transactions contemplated by this Agreement, . The Company and the Selling Shareholder shall have no obligation to reimburse the expenses or costs of TNCIPrecision. 13.3 9.3. Notwithstanding any of the other provisions hereof, in the event of arbitration and/or litigation with respect to the interpretation or enforcement of this Agreement in accordance with Paragraph 11.4 or any provisions hereof, the prevailing party in any such matter shall be entitled to recover from the other party their or its reasonable costs and expense, including reasonable attorneys' fees, incurred in such arbitration and/or litigation. For purposes of this subparagraph 13.39.3, a party shall be deemed to be the prevailing party only if such party (A)(i) receives an award or judgment in such arbitration and/or litigation for more than 5050 % of the disputed amount involved in such matter, or (ii) is ordered to pay the other party less than 5050 % of the disputed amount involved in such matter or (B)(i) succeeds in having imposed a material equitable remedy on the other party (such as an injunction or order compelling specific performance), or (ii) succeeds in defeating the other party's request for such an equitable remedy. 13.4 TNCI 9.4. Precision, the Company and IFT the Selling Shareholder do not believe any sales or transfer taxes will be due as a result of the sale and transfer of the Assets as contemplated in this Agreement. TNCI Precision shall, however, pay any sales or transfer taxes which may become due on the sale or transfer of the Assets to TNCI and the other transactions contemplated under this Agreement.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Precision Plastics Molding Inc)

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Expenses and Transfer Taxes. 13.1 TNCI 12.1 SCP shall be solely responsible for paying its own expenses and costs incident to the preparation of this Agreement and to the consummation of the transactions contemplated by this Agreement, and shall have no obligation for paying such expenses or costs of IFTthe other parties. 13.2 IFT 12.2 The Company and the Selling Shareholders shall be solely responsible for paying is their own expenses and costs incident to the preparation of this Agreement and to the consummation of the transactions contemplated by this Agreement, . The Company and the Selling Shareholders shall have no obligation to reimburse the expenses or costs of TNCIIFC or SCP. 13.3 12.3 Notwithstanding any of the other provisions hereof, in the event of arbitration and/or litigation with respect to the interpretation or enforcement of this Agreement in accordance with Paragraph 11.4 or any provisions hereof, the prevailing party in any such matter shall be entitled to recover from the other party their or its reasonable costs and expense, including reasonable attorneys' fees, incurred in such arbitration and/or litigation. For purposes of this subparagraph 13.312.3, a party shall be deemed to be the prevailing party only if such party (A)(i) receives an award or judgment in such arbitration and/or litigation for more than 50% of the disputed amount involved in such matter, or (ii) is ordered to pay the other party less than 50% of the disputed amount involved in such matter or (B)(i) succeeds in having imposed a material equitable remedy on the other party (such as an -20- injunction or order compelling specific performance), or (ii) succeeds in defeating the other party's request for such an equitable remedy. 13.4 TNCI and IFT do not believe any 12.4 Schedule 12.4 sets forth the sales or transfer taxes that will be due as a result of the sale and transfer of the Assets as contemplated in this Agreement. TNCI shall, however, SCP shall pay any sales or transfer taxes which may become due on the sale or transfer of the Assets to TNCI and the other transactions contemplated under this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (International Fibercom Inc)

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