PAYROLL AND SALES TAXES Sample Clauses

PAYROLL AND SALES TAXES. 33. The Contractor hereby accepts exclusive liability and shall, defend, indemnify and hold the Construction Manager and Owner harmless for the payment of contributions pursuant to any Unemployment Insurance Law, Retirement Benefits Law and any other or similar Social Security Law or Payroll or Income Tax now or hereafter enacted by any City, State or Federal Government or any subdivision of either, levied or based upon the payroll of the Contractor for employees partly or wholly engaged in the Work covered by this Agreement. The Contractor agrees to furnish all necessary information to enable the Construction Manager and Owner to comply fully with all the requirements of such laws. All sales and use taxes are included in the Contract Price and are to be paid by the Contractor. In the event that any law is or has been passed, or any rule or regulation pursuant thereof is enacted, which requires the Construction Manager or Owner to pay, either directly or indirectly, the amount of any such tax, or should any such law, rule or regulation direct the Construction Manager or Owner to collect the same, or make the Construction Manager or Owner liable for the collection thereof, or make the Construction Manager or Owner responsible therefor, it is covenanted and agreed that the Contractor shall fully and completely make all payments therefor, and shall fully and completely defend, indemnify and save the Construction Manager and Owner harmless from any and all such taxes. It is further agreed that the Owner or Construction Manager shall have the right to deduct the amount of any and all such taxes from the Contract Price at any time the Owner or Construction Manager may, in their individual, sole discretion, deem it advisable, to the end that the Construction Manager and Owner may not be under liability therefor whatsoever, it being agreed that the Owner and/or Construction Manager shall have the right to deduct any and all such moneys from the next payments due under this Agreement and from the retained percentages. If any Sales Tax provides any exemption from tax for capital improvements, Owner agrees to provide Contractor with the necessary certification and Contractor agrees not to charge tax with respect to the furnishing of labor and/or materials as long as said exemption provision is in effect. The Contractor shall not employ any individuals as independent contractors on the Project; all subcontractors shall be incorporated entities or limited liability com...
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PAYROLL AND SALES TAXES. Shareholder agrees that in the event any appropriate governmental authority determines that the Company's payments of either sales taxes, or payroll taxes have been deficient for any period prior to the Closing Date and back to March 1, 2005, Shareholder will indemnify, defend and however hold harmless Purchaser from any liability or obligation for any such tax or taxes. The parties hereto have caused this Agreement to be executed and delivered as of the Effective Date. COMPANY SHAREHOLDER S&S PLANT FARM. PENGE CORP. By: /s/ XXXX XXXXXXX By: /s/ XXXX XXXXXXX ------------------------------ --------------------------- Name: XXXX XXXXXXX Name: XXXX XXXXXXX Title: CEO Title: CEO /S/ XXXXXX XXXXXX ------------------------------------ Xxxxxx Xxxxxx 0000 Xxxxxx Xxx. Midland, Texas 79705 EXHIBIT A DEFINITIONS The capitalized terms used in the attached Agreement (including in the Exhibits to the Agreement) have the meanings specified in the context where such terms are defined or the meanings specified below (all references to a Section are to a Section of or to this Agreement; the singular shall include the plural and the plural the singular):
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Related to PAYROLL AND SALES TAXES

  • Sales Taxes The Seller shall bear and pay, and shall reimburse the Purchaser and the Purchaser’s affiliates for, any sales taxes, use taxes, transfer taxes, documentary charges, recording fees or similar taxes, charges, fees or expenses that may become payable in connection with the sale of the Assets to the Purchaser or in connection with any of the other Transactions.

  • Payroll Taxes Employer shall have the right to deduct from the compensation and benefits due to Employee hereunder any and all sums required for social security and withholding taxes and for any other federal, state, or local tax or charge which may be in effect or hereafter enacted or required as a charge on the compensation or benefits of Employee.

  • Sales and Transfer Taxes Seller and Purchaser shall be equally responsible for the payment of all transfer, recording, documentary, stamp, sales, use (including all bulk sales Taxes) and other similar Taxes and fees (collectively, the “Transfer Taxes”), that are payable or that arise as a result of the P&A Transaction, when due. Seller shall file any Tax Return that is required to be filed in respect of Transfer Taxes described in this Section 8.3 when due, and Purchaser shall cooperate with respect thereto as necessary.

  • Sales Tax Each Participating Entity is responsible for supplying the Supplier with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.

  • Payroll and Withholding Taxes All payments to be made or benefits to be provided hereunder by the Company shall be subject to applicable federal and state payroll or withholding taxes. Any Gross-Up Payment shall be made in the form of withholding taxes and shall not be paid to the Executive, but shall be sent to the IRS in the ordinary course of the Company's payroll withholding.

  • Ad Valorem Taxes Prior to delinquency, Tenant shall pay all taxes and assessments levied upon trade fixtures, alterations, additions, improvements, inventories and personal property located and/or installed on or in the Premises by, or on behalf of, Tenant; and if requested by Landlord, Tenant shall promptly deliver to Landlord copies of receipts for payment of all such taxes and assessments. To the extent any such taxes are not separately assessed or billed to Tenant, Tenant shall pay the amount thereof as invoiced by Landlord.

  • Income Taxes Paragraph 1. The authority citation for part 1 continues to read in part as follows: Authority: 26 U.S.C. 7805 * * * EXHIBIT G-2 FORM OF TRANSFEROR CERTIFICATE __________ , 20__ Residential Funding Mortgage Securities I, Inc. 8400 Normandale Xxxx Xxxxxxxxx Xxxxx 000 Xxxxxxxxxxx, Xxxxxxxxx 00000 [Trustee] Attention: Residential Funding Corporation Series _______ Re: Mortgage Pass-Through Certificates, Series ________, Class R[-__] Ladies and Gentlemen: This letter is delivered to you in connection with the transfer by _____________________ (the "Seller") to _____________________(the "Purchaser") of $______________ Initial Certificate Principal Balance of Mortgage Pass-Through Certificates, Series ________, Class R[-__] (the "Certificates"), pursuant to Section 5.02 of the Series Supplement, dated as of ________________, to the Standard Terms of Pooling and Servicing Agreement dated as of ________________ (together, the "Pooling and Servicing Agreement") among Residential Funding Mortgage Securities I, Inc., as seller (the "Company"), Residential Funding Corporation, as master servicer, and __________, as trustee (the "Trustee"). All terms used herein and not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement. The Seller hereby certifies, represents and warrants to, and covenants with, the Company and the Trustee that:

  • Sales and Use Taxes Professional Business Manager and the Practice acknowledge and agree that to the extent that any of the services to be provided by Professional Business Manager hereunder may be subject to any state sales and use taxes, Professional Business Manager may have a legal obligation to collect such taxes from the Practice and to remit the same to the appropriate tax collection authorities. The Practice agrees to have applicable state sales and use taxes attributable to the services to be provided by Professional Business Manager hereunder treated as an Office Expense.

  • Expenses; Taxes Except as otherwise provided in this Agreement, the parties shall pay their own fees and expenses, including their own counsel fees, incurred in connection with this Agreement or any transaction contemplated hereby. Any sales tax, stamp duty, deed transfer or other tax (except taxes based on the income of the Investor) arising out of the issuance of the Shares by the Issuer to the Investor and consummation of the transactions contemplated by this Agreement shall be paid by the Issuer.

  • Taxes The Company shall pay, and shall cause each of its Subsidiaries to pay, prior to delinquency, all material taxes, assessments, and governmental levies except such as are contested in good faith and by appropriate proceedings or where the failure to effect such payment is not adverse in any material respect to the Holders of the Notes.

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