Real Estate Transfer Tax. Parent and the Company agree that either the Surviving Corporation or Parent (without any liability to any of the Company's stockholders) will pay any state or local tax which is attributable to the transfer of the beneficial ownership of the Company's or its Subsidiaries' real property, if any (collectively, the "Transfer Taxes"), and any penalties or interest with respect to the Transfer Taxes, payable in connection with the consummation of the Offer and the Merger. The Company agrees to cooperate with Parent in the filing of any returns with respect to the Transfer Taxes, including supplying in a timely manner a complete list of all real property interests held by the Company and its Subsidiaries and any information with respect to such property that is reasonably necessary to complete such returns. The portion of the consideration allocable to the real property of the Company and its Subsidiaries shall be determined by Parent in its reasonable discretion. To the extent permitted by law, the Company's stockholders shall be deemed to have agreed to be bound by the allocation established pursuant to this Section 7.11 in the preparation of any return with respect to the Transfer Taxes.
Real Estate Transfer Tax. The Town’s existing, generally applicable RETT, as defined above and as may be amended from time to time, shall also apply to the FDP Properties, except as set forth in Section 6.4.2.4 herein.
Real Estate Transfer Tax. Parent and the Company agree that either the Surviving Corporation or Parent will pay any state or local tax which is attributable to the transfer of the beneficial ownership of the Company's or its Subsidiaries' real property, if any (collectively, the "Transfer Taxes"), and any penalties or interest with respect to the Transfer Taxes, payable in connection with the consummation of the Offer and the Merger. The Company agrees to cooperate with Parent in the filing of any returns with respect to the Transfer Taxes, including supplying in a timely manner a complete list of all real property interests held by the Company and its Subsidiaries and any information with respect to such property that is reasonably necessary to complete such returns. The portion of the consideration allocable to the real property of the Company and its Subsidiaries shall be determined by Parent in its reasonable discretion. The stockholders of the Company shall be deemed to have agreed to be bound by the allocation established pursuant to this Section 7.6 in the preparation of any return with respect to the Transfer Taxes.
Real Estate Transfer Tax. Buyer shall pay all stamp or transfer taxes or fees associated with the transaction herein described, including, without limitation, transfer taxes and fees for the recording of Quitclaim Deed Without Covenant.
Real Estate Transfer Tax. General Motors and Buyer are aware of their obligation to notify the competent German Tax authorities of the transactions contemplated by this Agreement within 2 weeks after the signing date of the relevant Share Purchase Agreement(s) pursuant to sec. 19, 20 of the German Real Estate Transfer Tax Act (Grunderwerbsteuergesetz) ("RETT Notification Obligation"). In acknowledgement thereof, the Parties will cooperate in order to fulfill the requirements of the RETT Notification Obligation and General Motors shall provide Buyer as soon as practicable and in any event no later than 5 Business Days after the signing date, with all information regarding Seller, the Target Group Companies and the relevant real estate which is reasonably required to meet the RETT Notification Obligation. General Motors and the Buyer agree that the values that shall be used for the purposes of the RETT Notification Obligation shall, to the extent permissible under applicable Law, be consistent with those retained for the purposes of the AOAG Contribution or the AOAG Sale, as applicable.
Real Estate Transfer Tax. Parent and the Company agree that the Company (or, following the Merger, the 37 Surviving Corporation) shall pay any state or local tax which is attributable to the transfer of the beneficial ownership of the Company's or its Subsidiaries' real property, if any (collectively, the "Transfer Taxes"), to Parent and any penalties or interest with respect to the Transfer Taxes, payable in connection with the consummation of the Offer and the Merger. The Company agrees to cooperate with Parent in the filing of any returns with respect to the Transfer Taxes, including supplying in a timely manner a complete list of all real property interests held by the Company and its Subsidiaries and any information with respect to such property that is reasonably necessary to complete such returns. The portion of the consideration allocable to the real property of the Company and its Subsidiaries shall be determined by Parent in its reasonable discretion. The shareholders of the Company shall be deemed to have agreed to be bound by the allocation established pursuant to this Section 7.6 in the preparation of any return with respect to the Transfer Taxes.
Real Estate Transfer Tax. Sellers shall pay the amount of any stamp tax imposed by law on the transfer of the title, and shall furnish a complete real estate transfer declaration signed by the Sellers or Sellers’ agent in the form required pursuant to the Real Estate Transfer Act of the State of Illinois.
Real Estate Transfer Tax. Grantor, the Limited Partner and the Partnership agree to comply timely with the requirements of Article 31 of the New York Tax Law and the regulations applicable thereto, as the same may be amended from time to time with respect to the transactions contemplated by the Merger Agreement and this Agreement. Grantor and, if required, the Limited Partner and the Partnership shall swear to and deliver the return required by said statute and the regulations issued pursuant to the authority thereof (the "RET Return"), it being acknowledged by the parties that Grantor intends to file an RET Return stating that, pursuant to the provisions of Section 1146(c) of the federal Bankruptcy Code, the transfer of the Property pursuant to the Merger Agreement and this Agreement shall be exempt from the Real Estate Transfer Tax imposed by said Article 31.
Real Estate Transfer Tax. The Lessee shall, within one hundred eighty (180) days after the date hereof, take such action as may be necessary to cause the Xxxx County Assessor to issue a permanent tax identification number which affects only the Property, all of the Property and no other real property, including, without limitation, a petition for division of property. Lessee shall pay, prior to the date the same becomes due and payable, all Taxes assessed, billed or imposed with respect to the Property and all additional real property which may be assessed, billed or taxed together with any portion of the Property. The Participation Agreement 35 payment of such Taxes is hereby acknowledged and agreed to be included within the scope and intent of the General Tax Indemnity set forth in Section 13 of this Participation Agreement.
Real Estate Transfer Tax. 20 F. Possession..............................................................20 G.
