Common use of Sales and Transfer Taxes Clause in Contracts

Sales and Transfer Taxes. All required filings under any applicable Federal, state, foreign or local sales tax, stamp tax or similar laws or regulations shall be made in a timely manner by the party responsible therefor under such laws and regulations, and, at the Closing, such party shall deliver to the other parties either (a) proof of the payment of any sales tax assessed pursuant to such filings or (b) statements of no sales tax due, as the case may be. The parties agree to pay any and all transfer, sales or stamp taxes and any similar taxes or assessments imposed on the transfer of the Assets and the Assumed Liabilities in accordance with the terms of this Agreement, such taxes and assessments to be borne entirely by the Buyer.

Appears in 10 contracts

Samples: Asset Purchase Agreement (Master Glaziers Karate International Inc), Asset Purchase Agreement (Master Glaziers Karate International Inc), Asset Purchase Agreement (Master Glaziers Karate International Inc)

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Sales and Transfer Taxes. All required filings under any applicable Federal, state, foreign or local sales tax, stamp tax or similar laws or regulations shall be made in a timely manner by the party responsible therefor under such laws and regulations, and, at the Closing, such party shall deliver to the other parties either (a) proof of the payment of any sales tax assessed pursuant to such filings or (b) statements of no sales tax due, as the case may be. The parties agree to pay any and all transfer, sales or stamp taxes and any similar taxes or assessments imposed on the transfer of the Assets and the Assumed Liabilities in accordance with the terms of this Agreement, such taxes and assessments to be borne entirely equally by (i) the BuyerSeller and the Shareholders, and (ii) the Purchaser; except that the Purchaser shall pay any applicable sales tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Embryo Development Corp)

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Sales and Transfer Taxes. All required filings under any applicable Federal, state, foreign or local sales tax, stamp tax or similar laws or regulations shall be made in a timely manner by the party responsible therefor under such laws and regulations, and, at the Closing, such party shall deliver to the other parties either (a) proof of the payment of any sales tax assessed pursuant to such filings or (b) statements of no sales tax due, as the case may be. The parties agree to pay any and all transfer, sales or stamp taxes and any similar taxes or assessments imposed on the transfer of the Assets and the Assumed Liabilities in accordance with the terms of this Agreement, such taxes and assessments to be borne entirely equally by (i) the BuyerSeller and the Partners, and (ii) the Purchaser; except that the Purchaser shall pay any applicable sales tax.

Appears in 1 contract

Samples: Asset Purchase Agreement (Embryo Development Corp)

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