FIRPTA Certificate. Buyer shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by Seller.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.)
FIRPTA Certificate. Buyer Each Seller shall have received delivered to the Purchaser a certificate to the effect that he or she is not a foreign person pursuant to Treasury Regulations Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 4 contracts
Samples: Merger Agreement (Imagemax Inc), Merger Agreement (Imagemax Inc), Merger Agreement (Imagemax Inc)
FIRPTA Certificate. Buyer The Seller shall have received delivered to the Purchaser a certificate to the effect that he or she is not a foreign person pursuant to Treasury Regulations Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Imagemax Inc), Agreement and Plan of Reorganization (Imagemax Inc), Merger Agreement (Imagemax Inc)
FIRPTA Certificate. Buyer The Seller shall have received a certificate pursuant to delivered an executed certificate, as described in Treasury Regulations Section ss. 1.1445-2(b) (2, certifying that the “FIRPTA Certificate”) that Seller is not a foreign person within as defined in Section 1445(f)(3) of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Emergent Group Inc/Ny), Asset Purchase Agreement (Emergent Group Inc/Ny), Asset Purchase Agreement (Emergent Group Inc/Ny)
FIRPTA Certificate. The Buyer shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that the Seller is not a foreign person within the meaning of Section 1445 of the Code Section 1445, duly executed by Seller.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Inc.)
FIRPTA Certificate. Buyer Seller shall have received delivered to Buyer a certificate pursuant to certification meeting the requirements of Treasury Regulations Regulation Section 1.1445-2(b2(b)(2) (to the “FIRPTA Certificate”) effect that Seller is not a “foreign person within person” as defined in Section 1445 of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Green Mountain Coffee Roasters Inc), Asset Purchase Agreement (Tullys Coffee Corp)
FIRPTA Certificate. Buyer shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, 1445 duly executed by Seller.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.)
FIRPTA Certificate. Buyer The Seller shall have received delivered to the Purchaser a certificate to the effect that he is not a foreign person pursuant to Treasury Regulations Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Imagemax Inc), Stock Purchase Agreement (Imagemax Inc)
FIRPTA Certificate. Buyer shall have received a A certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Section 1445 of the Code Section 1445, duly executed by the Seller., in the form attached hereto as Exhibit H (the “FIRPTA Certificate”);
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Generation NEXT Franchise Brands, Inc.)
FIRPTA Certificate. Buyer Purchaser shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “"FIRPTA Certificate”") that Seller is not a foreign person within the meaning of Section 1445 of the Code Section 1445, duly executed by Seller.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Potlatchdeltic Corp)
FIRPTA Certificate. Buyer The Seller shall have received delivered to the Purchaser a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that Seller such Person is not a foreign person within the meaning of Code Section 1445, duly executed by Seller1445 of the Code.
Appears in 1 contract
Samples: Equity Purchase Agreement (Insight Enterprises Inc)
FIRPTA Certificate. Buyer The Seller shall have received delivered to Purchaser a certificate pursuant to Treasury Regulations Section certificate, as contemplated under and meeting the requirements of section 1.1445-2(b2(b)(2)(i) (of the “FIRPTA Certificate”) Treasury Regulations, to the effect that the Seller is not a foreign person within with the meaning of the Code Section 1445, duly executed by Sellerand applicable Treasury Regulations.
Appears in 1 contract
Samples: Asset Purchase Agreement (Napco Security Systems Inc)
FIRPTA Certificate. Buyer Buyers shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that each Seller is not a foreign person within the meaning of Code Section 1445, 1445 duly executed by such Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.)
FIRPTA Certificate. Buyer shall have received a A certificate pursuant to of Seller in the form specified in Treasury Regulations Regulation Section 1.1445-2(b) (the “FIRPTA Certificate”2(b)(2)(iv) that Seller is not a “foreign person person” within the meaning of Code Section 14451445 of the Code, duly executed by Seller.;
Appears in 1 contract
Samples: General Partner Purchase Agreement (Energy Transfer Equity, L.P.)
FIRPTA Certificate. Buyer shall have received a A certificate pursuant to of Seller in the form specified in Treasury Regulations Regulation Section 1.1445-2(b) (the “FIRPTA Certificate”2(b)(2)(iv) that Seller is not a “foreign person person” within the meaning of Code Section 1445, duly executed by Seller1445 of the Code.
Appears in 1 contract
Samples: Purchase Agreement (High Point Infrastructure Partners, LLC)
FIRPTA Certificate. Each Seller will have delivered to the Buyer shall have received a certificate pursuant certification (in such form as may be reasonably requested by counsel to the Buyer) conforming to the requirements of Treasury Regulations Section 1.1445-2(b2(b)(2) (the and stating that “FIRPTA Certificate”) that Seller Seller” is not a “foreign person within person” as defined in Section 1445 of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cellu Tissue Holdings, Inc.)
FIRPTA Certificate. Buyer The Seller shall have received a certificate pursuant to delivered an executed certificate, as described in Treasury Regulations Section 1.1445-2(b) (2, certifying that the “FIRPTA Certificate”) that Seller is not a foreign person within as defined in Section 1445(f)(3) of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
FIRPTA Certificate. Buyer Seller shall have received delivered to Buyer a duly executed certificate prepared pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) ), certifying that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by Sellerperson.
Appears in 1 contract
FIRPTA Certificate. Buyer The Sellers shall have received delivered to the Purchaser a certificate pursuant to Treasury Regulations the effect that it is not a foreign Person under Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within Treasury regulations promulgated pursuant to the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
Samples: Asset Purchase Agreement (Advanced Communications Group Inc/De/)
FIRPTA Certificate. Buyer Seller shall have received delivered to Buyer a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) effect that such Seller is not a foreign person within pursuant to Section 1.1445-2(b) of the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 1 contract
FIRPTA Certificate. Buyer shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (of Seller setting forth the “FIRPTA Certificate”) name, address and federal tax identification of Seller and stating that Seller is not a "foreign person person" within the meaning of Code Section 14451445 of the Code, duly executed by Sellersuch certificate to be in the form set forth in the Treasury Regulations thereunder.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (L 3 Communications Corp)
FIRPTA Certificate. Buyer Seller shall have received deliver to Buyer, a duly authorized and executed certificate stating that the Seller is not a foreign person under Section 1445(a) pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by Seller).
Appears in 1 contract
FIRPTA Certificate. Buyer shall have received a certificate of Seller certifying pursuant to Treasury Regulations Regulation Section 1.1445-2(b) (the “FIRPTA Certificate”) 2(b)(2), that Seller is not a foreign person within the meaning of Section 1445 and 897 of the Code (each such certificate a “FIRPTA Certificate”). Notwithstanding anything to the contrary in this Agreement, if Buyer does not obtain a FIRPTA Certificate from the Seller, Buyer shall be entitled to proceed with the Closing and withhold from the Purchase Price (and any adjustment thereto) the appropriate amounts required to be withheld pursuant to Section 1445, duly executed by Seller1445 of the Code.
Appears in 1 contract
Samples: Asset Purchase Agreement (Mine Safety Appliances Co)
FIRPTA Certificate. Buyer shall have received a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “"FIRPTA Certificate”") that Seller is not a foreign person within the meaning of Code Section 1445, 1445 duly executed by Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.)
FIRPTA Certificate. Buyer Purchaser shall have received a certificate pursuant certification signed by Seller to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) effect that Seller is not a “foreign person within person” as defined in Section 1445 of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
Samples: Asset Purchase Agreement (Agilent Technologies Inc)
FIRPTA Certificate. Buyer shall have received from Seller a certificate pursuant to certificate, as described in Treasury Regulations Section Regulation § 1.1445-2(b) (the “FIRPTA Certificate”) 2, certifying that Seller is not a foreign person within as defined in Section 1445(f)(3) of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
FIRPTA Certificate. Buyer Seller shall have received delivered to Purchaser a certificate pursuant to Treasury Regulations Section certificate, as contemplated under and meeting the requirements of section 1.1445-2(b2(b)(2)(i) (of the “FIRPTA Certificate”) Treasury Regulations, to the effect that the Seller is not a foreign person within with the meaning of the Code Section 1445, duly executed by Sellerand applicable Treasury Regulations.
Appears in 1 contract
Samples: Asset Purchase Agreement (Alpha Technologies Group Inc)
FIRPTA Certificate. Buyer Seller shall have received delivered to Buyer a certificate pursuant to statement described in Treasury Regulations Regulation Section 1.1445-2(b2(b)(2) (the “FIRPTA Certificate”) certifying that Seller is not a foreign person within the meaning for purposes of Code Section 1445, duly executed by Seller.
Appears in 1 contract
FIRPTA Certificate. Buyer Seller shall have received delivered to Buyer a certificate pursuant to Treasury Regulations certificate, as contemplated under and meeting the requirements of Section 1.1445-2(b2(b)(2)(i) (of the “FIRPTA Certificate”) Treasury Regulations, to the effect that Seller the Company is not a foreign person within the meaning of the Code Section 1445, duly executed by Sellerand applicable Treasury Regulations.
Appears in 1 contract
FIRPTA Certificate. Buyer Each Seller shall have received delivered to the Purchaser a certificate to the effect that he is not a foreign person pursuant to Treasury Regulations Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 1 contract
FIRPTA Certificate. Buyer Purchaser shall have received delivered to Seller a certificate pursuant to Treasury Regulations the effect that it is not a foreign Person under Section 1.1445-2(b) (of the “FIRPTA Certificate”) that Seller is not a foreign person within the meaning of Code Section 1445, duly executed by SellerTreasury Regulations.
Appears in 1 contract
Samples: Stock Purchase and Exchange Agreement (Advanced Communications Group Inc/De/)
FIRPTA Certificate. Buyer Each of the Sellers shall have received delivered to Buyer a certificate pursuant to Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) effect that such Seller is not a foreign person within pursuant to Section 1.1445-2(b) of the meaning of Code Section 1445, duly executed by SellerTreasury regulations.
Appears in 1 contract
Samples: Stock Purchase Agreement (Resortquest International Inc)
FIRPTA Certificate. Buyer Each Seller shall have received delivered a certificate pursuant to certificate, as described in Treasury Regulations Section 1.1445-2(b) (the “FIRPTA Certificate”) 2, certifying that such Seller is not a foreign person within as defined in Section 1445(f)(3) of the meaning of Code Section 1445, duly executed by SellerCode.
Appears in 1 contract
