Common use of No Sales Taxes Clause in Contracts

No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 5 contracts

Samples: Sale and Purchase Agreement (Energen Corp), Agreement of Sale and Purchase (Whiting Petroleum Corp), Agreement of Sale and Purchase (Petrohawk Energy Corp)

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No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees and Seller agree to be solely equally responsible, and shall each indemnify and hold Seller the other and the other’s Affiliates (and its affiliates, and its and all of their directors, officers, employees, attorneys, contractors and agents) harmless, for their respective share of any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto hereto, and the Buyer and Seller shall remit their respective share of such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Asset Purchase Agreement (Kodiak Oil & Gas Corp)

No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer Seller agrees to be solely responsible, and shall indemnify and hold Seller Buyer (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer Seller shall remit such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Environmental Energy Services Inc)

No Sales Taxes. No sales, transfer or similar tax will be collected at the Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller Sellers (and its affiliates, their affiliates and its and their any directors, officers, employees, attorneys, contractors contractors, agents, and agentsattorneys) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties Stock transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller Sellers and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arkanova Energy Corp)

No Sales Taxes. No sales, sales transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller Sellers (and its their affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller Sellers and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Petrohawk Energy Corp)

No Sales Taxes. No sales, transfer or similar tax Tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar taxTax, for any reason, Buyer Xxxxx agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes Taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes Taxes at that time. Seller and Buyer Xxxxx agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes Taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase

No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties property transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Burlington Resources Coal Seam Gas Royalty Trust)

No Sales Taxes. No sales, transfer or similar tax will be have been collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, at any time, for any reason, Buyer agrees to be solely responsible, and Seller shall indemnify and hold Seller (Buyer and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) agents harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer Seller shall remit such taxes at that time. Seller and Buyer agree to shall cooperate with each other in demonstrating that the requirements for exemptions any exemption from such taxes have been met.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Hallador Petroleum Co)

No Sales Taxes. No sales, transfer or similar tax Tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar taxTax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller Sellers (and its each Seller’s affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes Taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes Taxes at that time. Seller Sellers and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes Taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Ultra Petroleum Corp)

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No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliatesAffiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Xto Energy Inc)

No Sales Taxes. No sales, transfer or similar tax will be -------------- collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Inland Resources Inc)

No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer Purchaser in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer Purchaser agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliatesAffiliates, and its and their the respective directors, officers, employees, attorneys, contractors and agentsagents of Seller and such Affiliates) harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Subject Properties transferred pursuant hereto and the Buyer Purchaser shall remit such taxes at that time. Seller agrees that it will cooperate with Purchaser, and Buyer agree Purchaser agrees to cooperate with each other Seller, in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Kelley Oil & Gas Corp)

No Sales Taxes. No sales, transfer or similar tax Tax will be collected at Closing from Buyer in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar taxTax, for any reason, Buyer agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) harmless, for any and all sales, transfer or other similar taxes Taxes (including related penalty, interest or legal costs) due by virtue of this transaction on the Properties transferred pursuant hereto and the Buyer shall remit such taxes Taxes at that time. Seller and Buyer agree to cooperate with each other in demonstrating that the requirements for exemptions from such taxes Taxes have been met.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Halcon Resources Corp)

No Sales Taxes. No sales, transfer or similar tax will be collected at Closing from Buyer Purchaser in connection with this transaction. If, however, this transaction is later deemed to be subject to sales, transfer or similar tax, for any reason, Buyer Purchaser agrees to be solely responsible, and shall indemnify and hold Seller (and its affiliates, and its and their directors, officers, employees, attorneys, contractors and agents) Sellers Indemnified Parties harmless, for any and all sales, transfer or other similar taxes (including related penalty, interest or legal costs) due by virtue of this transaction on or the Properties Assets transferred pursuant hereto and the Buyer Purchaser shall remit such taxes at that time. Each Seller agrees that it will cooperate with Purchaser, and Buyer agree Purchaser agrees to cooperate with each other Seller, in demonstrating that the requirements for exemptions from such taxes have been met.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Delta Petroleum Corp/Co)

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