Liability for Transfer Taxes. The Company shall be responsible for and pay in a timely manner all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes and fees (“Transfer Taxes”), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party hereto shall prepare and timely file all Tax Returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party under applicable law; provided, however, that such party’s preparation of any such Tax Returns shall be subject to the other party’s approval, which approval shall not be withheld or delayed unreasonably.
Appears in 3 contracts
Samples: Warrant Agreement (Innovative Micro Technology Inc), Warrant Agreement (Innovative Micro Technology Inc), Warrant Agreement (Innovative Micro Technology Inc)
Liability for Transfer Taxes. The Company shall be responsible for and pay in a timely manner all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes and fees (“"Transfer Taxes”"), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party hereto shall prepare and timely file all Tax Returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party under applicable law; provided, however, that such party’s 's preparation of any such Tax Returns shall be subject to the other party’s 's approval, which approval shall not be withheld or delayed unreasonably.
Appears in 2 contracts
Samples: Stock Purchase Agreement (L 3 Communications Corp), Warrant Agreement (Innovative Micro Technology Inc)
Liability for Transfer Taxes. The Company shall be responsible for and pay in a timely manner all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes Taxes and fees (“"Transfer Taxes”"), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party hereto shall prepare and timely file all Tax Returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party under applicable law; provided, however, that such party’s 's preparation of any such Tax Returns shall be subject to the other party’s 's approval, which approval shall not be withheld or delayed unreasonably.
Appears in 2 contracts
Samples: Stock Purchase Agreement (L 3 Communications Corp), Stock Purchase Agreement (Innovative Micro Technology Inc)
Liability for Transfer Taxes. The Company shall be responsible for and pay in a timely manner all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes Taxes and fees (“Transfer Taxes”), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party hereto shall prepare and timely file all Tax Returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party under applicable law; provided, however, that such party’s preparation of any such Tax Returns shall be subject to the other party’s approval, which approval shall not be withheld or delayed unreasonably.
Appears in 1 contract
Samples: Stock Purchase Agreement (Innovative Micro Technology Inc)
Liability for Transfer Taxes. The Company Buyer and Seller shall be responsible for and pay in a timely manner each bear one half of all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes Taxes and fees (“"Transfer Taxes”"), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party Party hereto shall prepare and timely file all Tax Returns returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party Party under applicable lawApplicable Law; provided, however, that such party’s Party's preparation of any such Tax Returns returns shall be subject to the other party’s Party's approval, which approval shall not be unreasonably withheld or delayed unreasonablydelayed.
Appears in 1 contract
Samples: Stock Purchase and Sale Agreement (Emergent Information Technologies Inc)
Liability for Transfer Taxes. The Company Seller shall be responsible for and shall pay in a timely manner all sales, use, value added, documentary, stamp, gross receipts, registration, transfer, conveyance, excise, recording, license and other similar taxes Taxes and fees (“"Transfer Taxes”"), arising out of or in connection with or attributable to the transactions effected pursuant to this Agreement. Each party hereto shall prepare and timely file all Tax Returns required to be filed in respect of Transfer Taxes that are the primary responsibility of such party under applicable law; provided, however, that such party’s 's preparation of any such Tax Returns shall be subject to the other party’s 's approval, which approval shall not be withheld unreasonably withheld, conditioned or delayed unreasonablydelayed.
Appears in 1 contract