Common use of Property and Excise Taxes Clause in Contracts

Property and Excise Taxes. All ad valorem, real property, personal property, and similar Taxes assessed on the Assets (“Property Taxes”) and excise Taxes associated with any of the Assets (“Excise Taxes”) are Seller’s obligation with respect to periods before the Effective Time and Buyer’s obligation with respect to periods from and after the Effective Time; provided that, if the taxable period with respect to such a Tax begins on or before and ends after the Effective Time, then such Tax shall be attributable to the portions of such taxable period before and after the Effective Time based on the relative number days in each portion of such taxable period. If either Party pays Property Taxes or Excise Taxes for which the other Party is responsible, and the amount of such payment is not taken into account as an adjustment to the Base Purchase Price under Section 2.4, then upon receipt of evidence of payment the nonpaying Party will reimburse the paying Party promptly for the nonpaying Party’s share of such Taxes.

Appears in 3 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Alta Mesa Holdings, LP), Purchase and Sale Agreement (Memorial Production Partners LP)

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Property and Excise Taxes. All ad valorem, real property, personal property, and similar Taxes assessed on the Assets (“Property Taxes”) and excise Taxes associated with any of the Assets (“Excise Taxes”) are Seller’s obligation with respect to for periods before the Effective Time and Buyer’s obligation with respect to for periods from and after the Effective Time; provided that, if the taxable period with respect to such a Tax begins on or before and ends after the Effective Time, then such Tax shall be attributable to the portions of such taxable period before and after the Effective Time based on the relative number days in each portion of such taxable period. If either Party party pays Property Taxes or Excise Taxes for which the other Party party is responsible, and the amount of such payment is not taken into account as an adjustment to the Base Purchase Price under Section 2.42.3, then upon receipt of evidence of payment the nonpaying Party party will reimburse the paying Party party promptly for the nonpaying Partyparty’s share of such Taxes.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Petroquest Energy Inc), Purchase and Sale Agreement (Petroquest Energy Inc)

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Property and Excise Taxes. All ad valorem, real property, personal property, and similar Taxes assessed on the Assets (“Property Taxes”) and excise Taxes associated with any of the Assets (“Excise Taxes”) are Seller’s obligation with respect to for periods before the Effective Time and Buyer’s obligation with respect to for periods from and after the Effective Time; provided that, if the taxable period with respect to such a Tax begins on or before and ends after the Effective Time, then such Tax shall be attributable to the portions of such taxable period before and after the Effective Time based on the relative number days Days in each portion of such taxable period. If either Party party pays Property Taxes or Excise Taxes for which the other Party party is responsible, and the amount of such payment is not taken into account as an adjustment to the Base Purchase Price under Section 2.42.3, then upon receipt of evidence of payment the nonpaying Party party will reimburse the paying Party party promptly for the nonpaying Partyparty’s share of such Taxes.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Emerald Oil, Inc.)

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