No Transfer Taxes Due. Each sale, transfer, assignment and conveyance of the Student Loans (including all payments due or to become due thereunder) by the Seller pursuant to this Agreement is not subject to and will not result in any tax, fee or governmental charge payable by the Purchaser or the Seller to any federal, state or local government ("Transfer Taxes") except such Transfer Taxes as are paid by the Seller at the time of transfer, assignment and conveyance and except UCC filing fees. In the event that the Purchaser receives actual notice of any unpaid Transfer Taxes arising out of the transfer, assignment and conveyance of the Student Loans, on written demand by the Purchaser, or upon the Seller otherwise being given notice thereof, it shall pay, and otherwise indemnify and hold the Purchaser and the Trustee harmless therefor. The Seller shall not be responsible for the Purchaser's or the Trustee's income taxes.
Appears in 3 contracts
Samples: Amended and Restated Agreement (Nelnet Inc), Loan Sale and Commitment Agreement (Union Financial Services I Inc), Loan Sale and Commitment Agreement (Union Financial Services I Inc)
No Transfer Taxes Due. Each sale, transfer, assignment and conveyance of the Student Loans (including all payments due or to become due thereunder) by the Seller pursuant to this Agreement is not subject to and will not result in any tax, fee or governmental charge payable by the Purchaser or the Seller to any federal, state or local government ("Transfer Taxes") except such Transfer Taxes as are paid by the Seller at the time of transfer, assignment assignment, and conveyance and except UCC filing fees. In the event that the Purchaser receives actual notice of any unpaid Transfer Taxes arising out of the transfer, assignment and conveyance of the Student Loans, on written demand by the Purchaser, or upon the Seller otherwise being given notice thereof, it shall pay, and otherwise indemnify and hold the Purchaser and the Trustee harmless therefor. The Seller shall not be responsible for the Purchaser's or the Trustee's income taxes.
Appears in 1 contract
Samples: Loan Sale and Commitment Agreement (Union Financial Services I Inc)
No Transfer Taxes Due. Each sale, transfer, assignment and conveyance of the Student Loans (including all payments due or to become due thereunder) by the Seller pursuant to this Agreement is not subject to and will not result in any tax, fee or governmental charge payable by the Purchaser or the Seller to any federal, state or local government ("Transfer Taxes") except such Transfer Taxes as are paid by the Seller at the time of transfer, assignment and conveyance and except UCC filing fees. In the event that the Purchaser receives actual notice of any unpaid Transfer Taxes arising out of the transfer, assignment and conveyance of the Student Loans, on written demand by the Purchaser, or upon the Seller otherwise being given notice thereof, it the Seller shall pay, and otherwise indemnify and hold the Purchaser and the Trustee harmless therefor. The Seller shall not be responsible for the Purchaser's or the Trustee's income taxes.
Appears in 1 contract
Samples: Custodian Agreement (Nelnet Inc)