Common use of Payroll Tax Clause in Contracts

Payroll Tax. Seller agrees to make a clean cut-off of payroll and payroll tax reporting with respect to its employees paying over to the federal, state and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the Closing. Seller also agrees to issue, by the date prescribed by IRS Regulations, Forms W-2 for salaries, wages and other compensation paid through the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hemacare Corp /Ca/), Asset Purchase Agreement (Hemacare Corp /Ca/)

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Payroll Tax. Seller agrees Sellers agree to make a clean cut-off of payroll and payroll tax reporting with respect to its employees the Affected Employees paying over to the federal, state and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the ClosingEffective Time. Seller Sellers also agrees to issue, by the date prescribed by IRS Regulations, Forms W-2 for salaries, wages and other compensation paid through the Closing DateEffective Time. Except as set forth in this Agreement, Buyer shall be responsible for all payroll and payroll tax obligations after the Effective Time for Affected Employees.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Oakmont Acquisition Corp.), Asset Purchase Agreement (Oakmont Acquisition Corp.)

Payroll Tax. Seller agrees to make a clean cut-off of payroll and payroll tax reporting with respect to its employees the Affected Employees paying over to the federal, state provincial and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the ClosingClosing Date. Seller also agrees to issue, by the date prescribed by IRS Regulations, Forms W-2 Buyer shall be responsible for salaries, wages all payroll and other compensation paid through payroll tax obligations for periods beginning on or after the Closing DateDate in respect of Affected Employees.

Appears in 1 contract

Samples: Asset Purchase Agreement (Veri-Tek International, Corp.)

Payroll Tax. Seller agrees to make a clean cut-off of payroll and payroll tax reporting with respect to its employees the Affected Employees paying over to the federal, state and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the ClosingEffective Time. Seller also agrees to issue, by the date prescribed by IRS Regulations, Forms Form W-2 for salaries, wages and other compensation paid through the Closing DateEffective Time. Buyer shall be responsible for all payroll and payroll tax obligations after the Effective Time for all Affected Employees.

Appears in 1 contract

Samples: Purchase and Sale Agreement (VCG Holding Corp)

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Payroll Tax. Seller agrees to shall make a clean cut-off of payroll and payroll tax reporting with respect to its Division employees employed by Buyer paying over to the federal, state and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the ClosingClosing Date. Seller shall also agrees to issue, by the date prescribed by IRS Regulations, Forms W-2 for salaries, wages and other compensation paid through to the Closing Date. Buyer shall be responsible for all payroll and payroll tax obligations as of and after the Closing Date for Division employees employed by Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Transpro Inc)

Payroll Tax. Seller agrees to make a clean cut-off of payroll and payroll tax reporting with respect to its the Category 2 employees hired by Buyer, paying over to the federal, state and city governments those amounts respectively withheld or required to be withheld for periods ending on or prior to the ClosingClosing Date. Seller also agrees to issue, by the date prescribed by IRS Regulations, Forms W-2 for salaries, wages and other compensation paid through the Closing DateDate for Category 2 employees hired by Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Grand Canyon Education, Inc.)

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