Common use of Expenses; Transfer Taxes Clause in Contracts

Expenses; Transfer Taxes. Each party hereto will bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, and the transactions contemplated hereby. All sales, transfer, recordation and documentary Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferor.

Appears in 6 contracts

Samples: Asset Transfer Agreement (Union Electric Co), Asset Transfer Agreement (Union Electric Co), Asset Transfer Agreement (Union Electric Co)

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Expenses; Transfer Taxes. Each party hereto will bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, Ancillary Documents and the transactions contemplated herebyhereby and thereby. All sales, transfer, recordation and documentary Taxes taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall will be borne by TransferorRHD.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Donnelley R H Inc), Stock Purchase Agreement (Goldman Sachs Group Inc/)

Expenses; Transfer Taxes. Each party hereto will bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, Agreement and the transactions contemplated herebyhereby and thereby. All sales, transfer, recordation and documentary Taxes taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall will be borne by TransferorParent.

Appears in 2 contracts

Samples: Stock Purchase and Support Agreement (Goldman Sachs Group Inc/), Stock Purchase and Support Agreement (R H Donnelley Corp)

Expenses; Transfer Taxes. Each party hereto will shall bear the legal, accounting all fees and other expenses incurred by such party in connection with with, relating to or arising out of the negotiation, preparation preparation, execution, delivery and execution performance of this Agreement, the Transaction Documents, Agreement and the transactions consummation of the transaction contemplated hereby, including, without limitation, attorneys', accountants' and other professional fees and expenses. All Subscriber shall pay the cost of all sales, transferuse, recordation excise and documentary Taxes and fees transfer taxes which may be payable in connection with the transactions transaction contemplated by this Agreement shall be borne by Transferorhereby.

Appears in 1 contract

Samples: Subscription Agreement (Wynnchurch Capital Partners Lp)

Expenses; Transfer Taxes. Each party hereto will bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, Agreement and the transactions contemplated hereby. All sales, transfer, recordation and documentary Taxes taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall will be borne by TransferorParent.

Appears in 1 contract

Samples: Warrant Purchase Agreement (R H Donnelley Corp)

Expenses; Transfer Taxes. Each party hereto will shall bear the legal, accounting all fees and other expenses incurred by such party in connection with with, relating to or arising out of the negotiation, preparation preparation, execution, delivery and execution performance of this Agreement, Agreement and the Transaction Documents, and consummation of the transactions contemplated hereby, including financial advisors', attorneys', accountants' and other professional fees and expenses. All The Principal Stockholders shall pay the cost of all sales, transferuse, recordation stamp, documentary, excise and documentary transfer Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferorhereby.

Appears in 1 contract

Samples: Merger Agreement (Wellcare Group Inc)

Expenses; Transfer Taxes. Each party Party hereto will bear the legal, accounting and other expenses incurred by such party Party in connection with the negotiation, preparation and execution of this Agreement, Agreement and the other Transaction Documents, Documents and the consummation of the transactions contemplated herebyhereby and thereby. All sales, transfer, recordation and documentary Taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferor.Buyer. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

Appears in 1 contract

Samples: Asset and Stock Purchase Agreement

Expenses; Transfer Taxes. Each party hereto will shall bear the legal, accounting all fees and other expenses incurred by such party in connection with with, relating to or arising out of the negotiation, preparation preparation, execution, delivery and execution performance of this Agreement, the Transaction Documents, Agreement and the transactions contemplated herebyconsummation of the Transactions, including financial advisors’, attorneys’, accountants’ and other professional fees and expenses. All Seller shall pay the cost of all sales, transferuse, recordation stamp, documentary, excise and documentary Taxes and fees transfer taxes which may be payable in connection with the transactions contemplated by this Agreement shall be borne by TransferorTransactions.

Appears in 1 contract

Samples: Contribution and Exchange Agreement (Harvest Health & Recreation Inc.)

Expenses; Transfer Taxes. Each party hereto will shall bear the legal, accounting all fees and other expenses incurred by such party in connection with with, relating to or arising out of the negotiation, preparation preparation, execution, delivery and execution performance of this Agreement, Agreement and the Transaction Documents, and consummation of the transactions contemplated hereby, including financial advisors’, attorneys’, accountants’ and other professional fees and expenses. All Seller shall pay the cost of all sales, transferuse, recordation stamp, documentary, excise and documentary transfer Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferorhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (America Service Group Inc /De)

Expenses; Transfer Taxes. Each party hereto will shall bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, Agreement and the other Transaction Documents, Documents and the consummation of the transactions contemplated herebyhereby and thereby. All sales, transfer, recordation and documentary Taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferorthe party responsible for such Taxes and fees under applicable Law and customary practice.

Appears in 1 contract

Samples: Asset Purchase Agreement (Medialink Worldwide Inc)

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Expenses; Transfer Taxes. Each party Party hereto will bear the legal, accounting and other expenses incurred by such party Party in connection with the negotiation, preparation and execution of this Agreement, Agreement and the other Transaction Documents, Documents and the consummation of the transactions contemplated herebyhereby and thereby. All sales, transfer, recordation and documentary Taxes and fees which that may be payable in connection with the transactions contemplated by this Agreement shall be borne by TransferorBuyer.

Appears in 1 contract

Samples: Asset and Stock Purchase Agreement (GeoPharma, Inc.)

Expenses; Transfer Taxes. Each party Party hereto will shall bear the legal, accounting all fees and other expenses incurred by such party Party in connection with with, relating to or arising out of the negotiation, preparation preparation, execution, delivery and execution performance of this Agreement, Agreement and the Transaction Documents, and consummation of the transactions contemplated hereby, including financial advisors’, attorneys’, brokers’, accountants’ and other professional fees and expenses. All salesNotwithstanding the foregoing, transferSeller shall be responsible for the cost of all stales, recordation use, stamp, documentary, excise and documentary Taxes and fees transfer taxes which may be payable in connection with the transactions transaction contemplated by this Agreement shall be borne by Transferorhereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Buying.com LLC)

Expenses; Transfer Taxes. Each party hereto will bear the legal, accounting and other expenses and taxes incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, and the transactions contemplated hereby. All sales, transfer, recordation and documentary Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferor.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardiac Science Inc)

Expenses; Transfer Taxes. Each party hereto will bear the All legal, accounting and other expenses incurred by such any party hereto in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, and the transactions contemplated hereby. All , and all sales, transfer, recordation and documentary Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement Agreement, shall be borne by TransferorSellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rohn Industries Inc)

Expenses; Transfer Taxes. Each party hereto will bear the legal, ------------------------ accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, and the transactions contemplated hereby. All sales, transfer, recordation and documentary Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferor.

Appears in 1 contract

Samples: Asset Transfer Agreement (Ameren Corp)

Expenses; Transfer Taxes. Each Subject to Section 9.6 hereto, each party hereto will bear the legal, accounting and other expenses incurred by such party in connection with the negotiation, preparation and execution of this Agreement, the Transaction Documents, and the transactions contemplated hereby. All sales, transfer, recordation and documentary Taxes and fees which may be payable in connection with the transactions contemplated by this Agreement shall be borne by Transferorthe party responsible for such Taxes and fees under applicable law and customary practice.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nationsrent Inc)

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